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HomeMy WebLinkAboutResolution - 5089 - Grant Management Agreement - MLEDC - Economic Development - 01/25/1996RESOLUTION Resolution No.5089 January 25, 1996 Item #31 BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock a Grant Management Agreement by and between the City of Lubbock and Market Lubbock Economic Development Corporation, which Agreement is attached hereto,which shall be spread upon the minutes of the Council and as spread upon the minutes of this Council shall constitute and be a part of this Resolution as if fully copied herein in detail. Passed by the City Council this 25t ATTEST: Betty M.Johnson,(/fcity Secretary APPROVED AS TO CONTENT: Debra Forte',Assistant City Manager APPROVED AS TO FORM: Donald G.Vandiver,First Assistant City Attorney vl\ccdocs\granLrcs January 11. 1996 Resolution No.5089 January 25, 1996 Item #31 GRANT MANAGEMENT AGREEMENT THIS AGREEMENT (the "Agreement") is entered into between the CITY OF LUBBOCK,TEXAS,a municipal corporation ("City") and MARKET LUBBOCK ECONOMIC DEVELOPMENT CORPORATION a Texas not-for-profit corporation (the "Corporation"). PREAMBLE Pursuant to Local Government Code §380.002,Vernon's Texas Codes Annotated, the City of Lubbock (hereinafter called "City") has determined that it wishes to contract with a Texas Non-Profit Corporation for the purpose of promoting economic development within the City and the surrounding area. Market Lubbock Economic Development Corporation (hereinafter called "Corporation")desires to contract with the City of Lubbock for grants of municipal funds for the purpose of promoting, assisting and enhancing economic development, and for eliminating unemployment and under employment. ARTICLE I PROGRAMS AND ACTIVITIES:TERM 1.01.Delegation.City hereby delegates to Corporation, and Corporation hereby accepts,responsibility for creating, managing, operating and supervising programs and activities for the purpose of promoting, assisting and enhancing economic development within the City and the surrounding area: (a)Preparing proposals and presentaions to business interests contemplating creation or expansion of industrial or commercial operations within the City and the surrounding area; (b) Preparing and distributingmaterialsfor the purpose of promoting economic development in the City and the surrounding area; (c) Making grants or loans of funds to business interests desiring to locate or expand industrial or commercial enterprises within the City and the surrounding area; (d)Coordinating activities with other business development organizations within the City and the surrounding area. (e)Providing support services to commercial and industrial business interests within the City and the surrounding area. 1.02.Governmental Requirements.The Corporation shall conduct its programs and activities in accordance with all applicable laws,rules,statutes and regulations of federal,state and local governments,including,without limitation,the provisions of Chapter 380 of the Local Government Code, as the same now exist or hereafter may be enacted and/or amended. 1.03.Term.This Agreement shall be for a term of two (2) years,beginning January 1, 1996 and ending January 1, 1998; provided, however, that there automatically shall be added to such term a one-year extension after the initial term if neitherCity nor Corporation gives written notice to the other party on or before October 1,1997,or any subsequent October 1st of its intent to terminate this Agreement at the end of its then-current term. ARTICLE II FISCAL MATTERS 2.01.Funding.City agrees to provide funding for programs for the public purposes of development and diversification of the economy of the City, elimination of unemployment and underemployment and development and expansion of commerce in the City and the surrounding area. The City hereby finds that programs within the limits described above are within the scope of Section 380.002 of the Texas Local Government Code and the City hereby delegates to the governing body of the Corporation the authority to determine the priorities and funding of individual programs to the extent allowed by law and subject to a proper and complete accounting of any public funds expended. 2.02.Budgets.The corporation shall prepare and submit to City a detailed annual budget in a form acceptable to City. City and Corporation contemplate that the budget shall be submitted in a form substantially identical to the form used by City's departments in its internal budgeting process,provided that such form may be varied by agreement of City and Corporation. Corporation's initial budget for fiscal year October 1,1995-September 30, 1996 has been submitted to and approved by City simultaneously with City's approval of this Agreement. Each subsequentbudget shall be submitted to Cityno later than the April 30 immediately preceding the fiscal year to which such budget relates.Upon receipt of Corporation's proposed budget, City shall review such budget and promptly notify Corporation of any changes and/or supplements to the proposed budget that the City believes are necessary.City and Corporation agree to work with one another and cooperate in good faith to address any such changes and/or supplements to the proposed budget.Following completion of any revisions to the proposed budget, City shall submit the proposed budget to the City Council for review and approval by the City Council in accordance with Chapter 102, Local Government Code, and Chapter 1, Article X,Paragraph 4, Lubbock City Charter. The City's final approval of the budget, including any further revisions thereto which may be required by the City Council, shall be in writing. 2.03.Grant Terms. (a) Grant Amount The base grant amount shall be an amount equivlant to 3 cents of the City's advalorum tax rate plus any amounts received as a result of the repayment to the City of Lubbock Loan of its loan to the Texas-Louisiana GRANT MANAGEMENT AGREEMENT MARKET LUBBOCK ECONOMIC DEVELOPMENT CORP.—PAGE 2 Baseball League.Additionally,the City of Lubbock may from time to time make separate grants of funds for specific projects which grants shall be in addition to the amounts described above. Annual Payment.All funds payable to Corporation withrespectto any fiscal year shall be paid infour(4)equal quarterly installments,onOctober1,January 1,April 1 and June 1 of each fiscal year,beginning October 1, 1994, or as may be subsequently determined by City and Corporation. Upon receipt of such funds, Corporation shall deposit the same in a separate account established by Corporation for that purpose at a federally-insured state or national bank or other savings institutioninLubbock,Texas.At Corporation'soption, such account may be an interest-bearing account,in which case all interest accrued thereon shall be used by Corporation only for the purposes described in this Agreement in accordance with the terms of a budget approved by City. Startup Payment. In addition to the above, the City shall provide the Corporation startup funding which shall consist of such funds as are contained in the City of Lubbock Economic Development Fund as of September 30,1995,plus any accrued interest until such time as the funds are transferred to the Corporation. (b)Unexpended Funds. To the extent any unexpended funds shall remain at the end of a fiscal year, such unexpended funds are reappropriated to Corporation for use during the following fiscal year.Unless such unexpended funds already have been included in the approved budget for the following fiscal year or City and Corporation otherwise agree,Corporation shall determine the budget account or accounts in which such excess funds remain and the excess funds shall be added to the same account or accounts in the following budget inthe same proportion. 2.04.Expenditures.Funds received by Corporation under the terms of this Agreement may be spent for day-to-day operations of the Corporation,supplies, salaries, office rental, travel expenses, expenses related to the preparation of business development incentives, for sums to be paid as incentives as a part of a program of grants and loans and other administrative costs, provided that no such revenues may be spent for the conduct an activity the primary purpose of which is not directly related to the purposes described in paragraph 1.01 above.Corporation shall not make any expenditures using funds provided hereunder unless such expenditures are incurred pursuant to the terms of a budget approved by Cityas provided in this Agreement. 2.05. Financial Reporting.Corporation shall maintaincomplete and accurate financial records of each expenditure of funds provided by City pursuant to the terms of this Agreement. All financial records of Corporation shall be maintained on an accrual basis, in accordance with generally accepted accounting principles consistently applied. Within thirty (30) days following the end of each fiscal quarter,Corporation shall provide to City a written financial statement for such quarter showing all revenues received by Corporation from City with respect to such quarter and listing all expenditures of the Corporation during such fiscal quarter in carrying out its programs and services under this Agreement.Corporation agrees to make all of its financial records available to City and, to the extent required by law, to other persons, provided that any inspection or review of Corporation's financial records shall be conducted only during Corporation's normal business hours at its offices. City, at its option,shall be entitled to have an audit of Corporation's financial records conducted by an auditor of City's choosing. Additionally, City is aware of the fact that Corporations shall have a complete audit of its financial affairs GRANT MANAGEMENT AGREEMENT MARKET LUBBOCK ECONOMIC DEVELOPMENT CORP.—PAGE 3 conducted following the end of each fiscal year by Corporation's independent auditor,and Corporation agrees to provide City with a copyofanyauditreport furnished to Corporation. 2.06.Fiscal Year.For purposes of this Agreement,Corporation's fiscal year shall begin onOctober1ofeach calendar yearand shall endon September 30 ofthe following calendar year. 2.07.Other Revenue.Nothing contained in this Agreement shall prohibit Corporation from obtaining funding for its programs and activities from other sources,including charitable contributions and grants from private foundations and governmental organizations.All funds received by Corpor?tion pursuant to the terms of this Agreement shall be maintained in a segregated account and shall not be commingled with any other funds belonging to Corporation. No funds paid to Corporation pursuant to this Agreement shallbe used for any purpose other than the purposes stated in Section 1.01 and 2.05 of this Agreement and, to the extent the Corporation incurs expenditures in connection with the programs and activities described in Section 1.01 which also benefit other programs and activities conducted by Corporation, such expenditures shall be allocated equitably among the various funding sources available to Corporation based upon the relative benefits of such expenditures to the various programs and activities conducted by Corporation. ARTICLE III PERSONNEL 3.01.Personnel.Corporation shall set the qualifications for and shall hire any and all personnel Corporation deems necessary to discharge its responsibilities under the terms of this Agreement and shall have the authority to fix the compensation and other benefits payable to Corporation's employees. To the extent permitted by applicable law and provided City and Corporation agree,Corporation may make provision for participation by its directors,officers and employees in various benefit programs offered by City to its employees.Corporation,in carrying on its programs and activities hereunder, shall be acting solely as an independent contractor and not as an agent or employee of City. All employees of Corporation are employed solely by Corporation and do not constitute City employees.Corporation shall have the sole right and authority to direct the time,place and manner in which its employees perform the tasks for which they are hired, and shall be solely responsible for all income tax withholding, benefits, unemployment compensation payments and other expenses associated with such employees. All contacts between City and Corporation personnel shall be coordinated through the President of Corporation's Board of Directors or such other person or persons as the Corporation's Board of Directors may designate. ARTICLE IV OFFICES 4.01.The offices of the Corporation shall be those described in its Articles of Incorporation. GRANT MANAGEMENT AGREEMENT MARKET LUBBOCK ECONOMIC DEVELOPMENT CORP.—PAGE 4 ARTICLE V TERMINATION 5.01.Termination.This Agreement may be terminated only by the non-renewal of its term as provided in Section 1.03,bythe mutual agreement of City and Corporation or by default by either City or Corporation as provided in Section 5.02. 5.02.Default.Neither party shall be deemed to be in default under the terms of this Agreement unless and until it has received written notice from the other party specifically describing any failure on its part to performits dutiesand obligations hereunderand does not cure such failure withinthirty (30) days following receipt of such written notice from the other party, provided,however, that in the event the nature of the failure is such that it reasonably cannot be curedwithinsaidthirty-dayperiod, no default shall occur hereunderso long as the party failing to perform commences to cure such failurewithin saidthirty-day period and thereafter diligentlyand in good faith prosecutes such cure to completion. Financial inability or delay shall not be deemed to be sufficient cause to extend the cure period, unless any failure to perform by Corporation results from City's failure to timely pay to Corporation funds in the amounts and at the times provided elsewhere in this Agreement. 5.03.Remedies Upon Default.If an event of default shall occur under this Agreement, the non-defaulting party may terminate this Agreement upon written notice to the defaulting party and thereafter pursue such other remedies against the defaulting party as may be permitted by applicable law. Anything contained elsewhere in this Agreement to the contrary notwithstanding, however, no director,officer, employee or agent of either party to this Agreement shall be personally liable for any default by such party. 5.04.Procedure Upon Termination.If this Agreement shall terminate,whether by expiration of the term hereof or otherwise, Corporation, to the extent it may do so from available funds,promptly shall pay and discharge all outstanding liabilities incurred by Corporation during the term of this Agreement and thereafter shall pay and deliver to City all furniture,fixtures, equipment and other assets of Corporation which were purchased with funds provided by City hereunder and all unexpended funds provided by City which then are in Corporation's possession. All other assets of Corporation shall be disposed of in accordance with the provisions of Corporation's Articles of Incorporation and Bylaws. City shall assume and perform all outstanding contracts and obligations of Corporation to the extent such contracts and obligations may not be terminated by Corporation upon termination of this Agreement. ARTICLE VI MISCELLANEOUS 6.01.Entire Agreement.This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof.Any modification or amendment of this Agreement shall be inwritingand executedbyboth parties. 6.02.Applicable Law.This Agreement shall be construed and enforced in all respects in accordance with the laws of the State of Texas and the laws of the United States applicable to transactions in Texas. GRANT MANAGEMENT AGREEMENT MARKET LUBBOCK ECONOMIC DEVELOPMENT CORP.—PAGE 5 6.03.Counterparts.This Agreement may be executed in any number of counterparts and each of such counterparts shall,for all purposes, be deemed to be an original,and all such counterparts shall together constitute but one and the same agreement. 6.04.Severability.If any provision of this Agreement or the application thereofto any person or circumstances shall be determined by any court of competent jurisdiction to be invalid and unenforceable to any extent, the remainder of this Agreement or the application of such provision to persons or circumstances,other than those as to which it is determined invalid or unenforceable, shall not be affected thereby, and each provision of this Agreement shall be valid and shall be enforced to the fullest extent permitted by law. 6.05.Captions.The captions in this Agreement are inserted only as a matter of convenience and for reference and in no way define, limit or describe the scope of this Agreement or the scope or content of any of its provisions. 6.06.Notices. (a) Any notice,report,request or demand required,permitted or desired to be given under this Agreement (hereinafter collectively referred to as "Notices")shall be in writing and shall be deemed to have been properly given or served when mailed by registered or certified mail, return receipt requested or personally delivered to the respective party at the following addresses: If to Corporation:President Market Lubbock Economic Development Corporation If to City:City Manager City of Lubbock P.O.Box 2000 Lubbock,Texas 79457-0001 (b) Any addressee or name specified above may be changed by a Notice given by the addressee to the other party in accordance with Section 6.06(a)above. (c) All Notices shall be deemed effective as of the date of mailing or on the date of personal delivery, as appropriate.Any Notice to be given by any party hereto may be given by counsel for such party. 6.07.Interpretation.Whenever herein the singular number is used, the same shall include the plural, and vice versa, and the masculine gender shall include the feminine and neuter genders, and vice versa, as the context shall require. GRANT MANAGEMENT AGREEMENT MARKET LUBBOCK ECONOMIC DEVELOPMENT CORP.—PAGE 6 6.08.Time.Time isof the essence to this Agreement and the obligations of the parties hereunder;provided,however,that if any date specified herein for performance of any duty, obligation or responsibility shall fall on a Saturday,Sunday or legal holiday for national banks doing business in Texas,the timefor such performance shall be extended until the nextday which is not a Saturday, Sunday or legal holidayfor nationalbanks doing business inTexas. EXECUTED AND EFFECTIVE this 25th day of January ATTEST: CORPORATION: MARKET -LUBBOCK ECONOMIC DEVELOPMENT CORPORATION Betty M. Johnson, City Secretary APPROVED AS TO FORM: Donald G.Vandiver, First Assistant City Attorney g:\cityatt\don\Grantdoc DGV:vl January 19, 1996 GRANT MANAGEMENT AGREEMENT MARKET LUBBOCK ECONOMIC DEVELOPMENT CORP.—PAGE 7 , 1996.