HomeMy WebLinkAboutC2021-268 - 10/12/2021 - ApprovedSMALL BUSINESS INCENTIVES AGREEMENT BETWEEN THE CORPUS CHRISTI B
CORPORATION AND DEL MAR COLLEGE FOR AN INTERN PROGRAM TO SUPPORT
SMALL BUSINESSES
This Small Business Incentives Agreement for ("Agreement") is entered into between the Corpus
Christi B Corporation ("Corporation") and Del Mar College District, a Texas institution of higher
education ("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 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, Del Mar has requested business development funds from the Board to assist
businesses by providing access to students, who will serve as interns in professional level
positions;
WHEREAS, the small businesses will pay student interns minimum wage (currently $7.25 per
hour) and Del Mar will match the business contribution up to $5.00 per hour.
WHEREAS, the interns will be selected based on the needs of the small businesses with the goal
of providing the small businesses with resources that make the small businesses more effective
and provide growth opportunities;
WHEREAS, the primary goal of the program is to provide support to small businesses in Corpus
Christi that will encourage growth, retention, economic development, and job creation;
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WHEREAS, the goal of the project is the creation of 1 new full time job for every 10 internship
positions funded (a 10% new job "return on investment");
WHEREAS, a secondary benefit of the small business intern program is providing students real -
world experience, while they are making a living wage without working extended hours and
developing potential full-time employment opportunities following graduation;
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. The term of this Agreement is for fifteen months from January 1, 2022, through
December 31, 2022.
3. Grant.
a. The Corporation will grant Del Mar an incentive of up to $100,000.00, which must be
used to fund up to $5.00 per hour the salary of up to a total of the interns during the Spring
Semester of 2022, Summer Session in 2022, and the Fall Semester 2022, and the entire
salary on two interns hired to help administer the program during the Fall and Spring
Semesters and Summer Session. The interns will be paid $12.25 per hour, while
participating in Del Mar's Small Business Employer Intern Program.
b. The Corporation's grant is conditioned upon Del Mar's successful completion of the
terms of this Agreement.
c. The Corporation's grant shall be paid in monthly installments based upon evidence of
the amount paid by Del Mar to the small business employers during the prior month.
4. Del Mar's Duties and Responsibilities.
a. Del Mar shall provide administrative oversight and direct supervision for the placement
of interns in the Del Mar's Business Employer Intern Program.
b. Del Mar shall create and maintain not less than two part-time intern (2) employment
positions to assist in the Business Employer Intern Program in Corpus Christi, Nueces
County, Texas, during the term of this Agreement. The intern must be paid $12.25 per
hour.
c. Del Mar shall place, with businesses in Corpus Christi, up to the total number of interns
specified in Schedule A, during the academic year.
(1) Since the primary goal of the Del Mar's Business Employer Intern Program is
to provide support to small businesses in Corpus Christi that will encourage
growth, retention, economic development, and job creation, placements must be
based on the needs of the small business with the goal of providing the small
business with resources that make the business more effective and provide growth
opportunities for the businesses.
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(2) Additionally, interns may be placed at companies that need work skills that have
been supported by the Corporation such as Process and Instrumentation and
Aviation skills.
(3) For the purpose of this section a small business may include chambers of
commerce, non-profit organizations, and other entities that will use the intern to
assist existing, start-up, and home based small businesses in the City; recruit new
small business to the City; assist the expansion of existing small businesses in the
City; help entrepreneurs create start-up businesses; or help the owners and
managers of small businesses develop their businesses.
d. Del Mar shall ensure that the business employer of each intern pays the student intern
the minimum wage, and Del Mar shall match the small business employer's payments to
the interns up to $5.00 per hour.
e. Del Mar shall try to place the interns for 19 hours per week and 12 weeks per semester
or summer session.
f. Del Mar shall work with the businesses that receive interns under the program to
encourage the creation of permanent full time jobs for the interns or similarly qualified
individuals.
5. Job Creation/Training 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 of the Act, 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. In order to qualify for funds to provide job training under this Agreement, Del Mar agrees
to create new jobs that pay wages at least as high as the wages required by Section
501.162 of the Act, which is the median wage of the occupation in the Corpus Christi MSA
as determined by Texas Workforce Commission's Texas Industry Profiles report.
c. A "job" is defined in the Type A Guidelines as a full-time employee, contractor,
consultant, or leased employee who has a home address in the Corpus Christi MSA.
d. Del Mar 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.
e. Del Mar agrees to provide Corporation with a sworn certificate by an authorized
representative of each business assisted under this Agreement certifying the number of
full-time permanent employees employed by the business.
f. Del Mar shall ensure that the Corporation is allowed reasonable access to personnel
records of the businesses assisted under this Agreement.
6. Reports and Monitoring.
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a. Del Mar shall provide a report at the end of each semester or summer session certifying
the status of compliance through the life of the Agreement. Documentation for jobs may
be in the form of quarterly IRS 941 returns, TAMUCC employer Quarterly Reports, or
employee rosters and other reports listed below:
i. number of interns
ii. name of companies using interns
iii. intern duties
iv. whether the intern received a job at that company
V. whether the intern received a job in the area.
b. Del Mar, during normal working hours shall allow the Corporation and its designee,
Corpus Christi Regional Economic Development Corporation, reasonable access to Del
Mar'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 the records and information must be
maintained by Corporation and its designee, unless such 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.
7. Warranties. Del Mar warrants and represents to Corporation the following:
a. Del Mar is a Texas institution of higher education duly organized, validly existing, and
in good standing under the laws of the State of Texas, and further has all institutional
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 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 parties executing this Agreement on behalf of Del Mar are 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 8 U.S.C. Section 1324a(f), Del Mar shall repay the payments at the rate and
according to the terms as specified by City Ordinance, as amended, not later than the
120th day after the date Del Mar has been notified of the violation.
8. Compliance with Laws. Del Mar shall observe and obey all applicable laws, ordinances,
regulations, and rules of the Federal, State, county, and city governments.
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9. 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.
10. Force Majeure. If the Corporation or Del Mar 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 Del Mar 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.
11. 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.
12. Indemnity. To the extent authorized by law 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.
13. 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, 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 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.
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f. Del Mar changes the general character of business as conducted as of the date this
Agreement is approved by the Corporation.
14. 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.
15. Results of Uncured Default by Del Mar. 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 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.
d. Neither the City, the Corporation, nor Del Mar may be held liable for any consequential
damages.
16. 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 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.
17. Del Mar specifically agrees that Corporation shall only be liable to Del Mar for the actual
amount of the money grants to be conveyed to Del Mar, and shall not be liable to Del Mar 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
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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.
18. 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.
19. Notices.
a. Any required written notices shall be sent mailed, certified mail, postage prepaid,
addressed as follows:
Del Mar:
Del Mar College
Attn: Lenora Keas
Executive Vice President and Chief Operating Officer
101 Baldwin
Corpus Christi, Texas 78404
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.
20. Incorporation of other documents. The Corpus Christi B Corporation Guidelines and Criteria
for Granting Business Incentives ("Corporation Guidelines"), as amended, are incorporated into
this Agreement.
21. 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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22. 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.
23. 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.
24. 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.
25. Venue. Venue for any legal action related to this Agreement is in Nueces County, Texas.
26. 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.
27. Survival of terms of Agreement and obligations of parties. The terms of this Agreement shall
survive the termination of this Agreement.
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'I �V't� /�,.��
PROVED AS O FORM: , V day of l� 6. 2021.
` �- ram!
Aimee Alcorn -Reed
Assistant City Attorney
For City Attorney
Corpus Christi B Corporation
By: I v y
Scott Harris
President
Date: z0 /'6 A -
Attest
By:
F.a—L u � � t-
ReAcca Huerta
Assistant Secretary
Del Mar College
By: 4.4,4--
Lenora Keas
�1— I AUIWm.,
gy MUNCIL—I D— I.2-1
w
Executive Vice President and Chief Operating Officer
Date: t9l 12,2 )61,2214
THE STATE OF TEXAS
COUNTY OF NUECES
SEf,RFT� �oL�/�
This instrument was acknowledged before me on '-I , 2021, by Lenora
Keas, Executive Vice President and Chief Operating Officer, for Del Mar College, a political
subdivision of the State of Texas, on behalf of the college district.
Notary Public
State of Texas
• tipav c CAROLYN J. SORRELS
x°®fb ID #10561288
My commission Expires
December 23, 2021
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