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HomeMy WebLinkAboutResolution No. 90-03 � RESOLUTION N0. R9�-3 A RESOLUTION AUTHORIZING THE MAYOR TO EXECUTE , AND THE CITY SECRETARY TO ATTEST A CONTRACT BETWEEN THE CITY OF FRIENDSWOOD , AND THE CLEAR LAKE AREA ECONOMIC DEVELOPMENT FOUNDATION FOR CERTAIN ECONOMIC DEVELOPMENT SERVICES. WHEREAS, the City of Friendswood , Texas ( the "City") , deems it necessary and proper and in the best interest of the citizens of the City to enter into a contraet with the Clear Lake Area Economic Development Foundation for certain economie development services ; � � �t � * NOW, THEREFORE , BE IT ORDAINED BY THE CITY OF FRIENDSWOOD , TEXAS , as follows : Seetion 1. That the Mayor of the City is hereby authorized to execute , and the City Secretary to attest , a contract with the Clear Lake Area Economie Development Foundation for certain economic development services , in substantially the form attached hereto as Exhibit "A" . PASSED the 22nd day of January , 1990 , by a vote of 7 "Ayes" in favor and � "Nos" against , with 7 (number) of Council members present and voting. APPROVED the 2�nd day of January , 1990. aul W. Sehrader Mayor City of Friendswood ATTEST : Deloris Archer , C City Seeretary 1 ECONOMIC DEVELOPMENT CONTRACT THE STATE OF TEXAS ) ( ) ( KNOW ALL MEN BY THESE PRESENTS: COUNTY OF HARRIS ) ( COUNTY OF GALVESTON ) ( THIS CONTRACT is made by and between the CITY OF FRIENDSWOOD , TEXAS ( the "City") and CLEAR LAKE AREA ECONOMIC DEVELOPMENT FOUNDATION ( the "Provider" ) . � � � � � � � $ T � � WHEREAS, the City is actively seekin� ways and means of promoting prosperous development of business , industry and commeree within the City, and to promote the location and development of new businesses and industries in the City as well as the maintenanee and expansion of existing businesses; and WHEREAS , the City has committed to provide , or cause to be provided through economic development contracts with non-profit economie development organizations such as the Provider , certain economic development services in furtherance of the City' s statutory goals referred to above and to promote the economic welfare and and well being of the City and its residents by, among other things , providing for the expansion of the tax base of Friendswood and also providing for the expansion of the employment base of Friendswood thereby enhancing the health, safety, and welfare of the residents of the City; and WHEREAS, in consideration for providin� such economic development services pursuant to such contraet , the City a�reed to pay certain necessary expenses in contracting for such services with non-profit economic development organizations such as the Provider ; and WHEREAS , the Provider was formed for the purposes , amon� others , of promoting and encouraging, or causing to be promoted and encouraged , the formation of new businesses and the expansion of existing businesses, the relocation of existing businesses , and the general diversification of the economy of and in all or a portion of Harris County and the surrounding area ineluding all or a portion of Galveston County, which areas include the City; and WHEREAS, the City desires to eontract with the Provider to provide , or cause to be provided , economie development services herein described in all of a portion of Harris County and Galveston County; and 2 � ' WHEREAS, the Provider is willing, in exchange for the consideration herein provided , to provide , or cause to be provided , the economie development services desired by the City which are intended to fulfill in part the City' s contractual obligations to provide or cause to be provided such economic development services to Harris County and Galveston County; and WHEREAS, the City and the Provider agree that in order to foster and promote competitions , to assure the integrity of the competitive process , and to protect proprietary or innovative business strategies and concepts , information and data developed , generated or received by the Provider should remain privileged and confidential except as herein provided , subject to the provisions of Artiele 6252-17a, Vernon' s Texas Civil Statutes , as amended , (the "Texas Open Record Aet") applicable to information held by the City, as described in Section 6 . 01 ; NOW THEREFORE , for and in consideration of the premises and mutual covenants herein contained , it is agreed as follows: ARTICLE I Qualifications � the Provider Section 1 • 01 : Representations and Warranties g� Provider Provider hereby represents and warrants as follows : a) The Provider is engaged in an on-going effort to attract new businesses to all or a portion of Harris County and all or a portion of Galveston County or to encourage the expansion of existing businesses in all or a portion of Harris County and all or a portion of Galveston County. b) The Provider covenants that it will provide its own funds to assist in attraeting business and encouraging expansion of existing businesses . c) The Provider covenants that it shall actively work to productively coordinate its activities with other area economic development organizations within Harris County and Galveston County in an effort to reduce duplication of services and to enhance cooperation throughout Harris County and Galveston County. d) The Provider represents and warrants that it is a non- profit economic development organization, the prineipal purpose of which is the promotion of economic development in all or a portion of Harris County and all or a portion of Galveston County. 3 ARTICLE II SeoDe � Services Seetion 2• O1 : Services � �g Provided The Provider shall provide two or more of those economic development services deseribed in Exhibit A attached hereto. Seetion 2• 01 ; ,�ovider Regorts The Provider shall prepare and submit to the City, within 30 days from the end of each calendar quarter during the term of this contract , or at the first City Council meeting thereafter , verbal or brief written reports describing the services performed by the Provider pursuant to this contract during the previous quarter. The Provider shall prepare and submit to the City, within 90 days after the end of the Provider 's fiscal year, or as soon thereafter as practicable, a written report describing in detail the services performed by the Provider pursuant to this contract during the preceding fiseal year. ARTICLE III Time � Performanee Seetion 3 • 01 : Time 9� Performanee The Provider has provided the services deseribed in Article II , above and will provide additional sueh services for a period of 12 months from the effective date of the City' s ordinance authorizing execution of this contract ( the "Effective Date") . ARTICLE IV Payment for Servicg� Seetion 4 • 01 : Fees For and in consideration of the services to be performed by the Provider and compliance with the terms of this contract and subject to the other provisions of this Article , the City will pay the total sum of $6.000.00 in 1990 The City may consider payment of additional sums but shall by under no obligation to pay any additional sums . � ARTICLE V Term and Termination Section 5 • 01 : � General This contract shall be effective for the period from Jan. 1, 1990 to Dec. 31, 1990 19 It is specifically agreed that the Provider shall not be obligated to perform any services under or pursuant to this contract after the expiration of that period . Seetion 5• 02: Termination for Cause A party may terminate its performance under this contract only upon default by the other party. Default by a party shall occur if the party fails to perform or observe any of the terms and conditions of this contract required to be performed or observed by that party. Should such a default occur, the party against whom the default has occurred shall have the right to terminate all or part of its duties under this contract as of the 30th day following the receipt by the defaulting party of a notice describing such default and intended termination, provided : ( i) such termination shall be ineffeetive if within said 30-day period the defaulting party cured the default or ( ii) such termination may be stayed , at the sole option of the party against whom the default has oecurred , pending cure of the default. ARTICLE VI Miseellaneous Provisions Seetion 6 • 01 : Indegendent Contraetor The relationship of the Provider to the City shall be that of an independent contraetor. The City shall have no authority to direct the day-to-day activities of any of the Provider ' s employees , shall have no authority over the Provider ' s personnel decisions , and shall have no other rights to internal working papers or other information or data than the City would have to any other independent contractor providing specific services (e .g. , janitorial services, legal services , bank depository funetions , audit funetions , engineerin� and design services , and weed-cutting services) . Without in any way limiting the generality of the foregoing, it is specifically acknowledged and agreed that Provider has bargained for the confidentiality of all internal information and data that it generates other than that required to be submitted 5 to the City pursuant to Sections 2. 02 and 6 . 06 of this contract , in order to foster and to promote competition, to assure the integrity of the eompetitive process , and to protect proprietary or innovative business strategies and concepts , subject to the provisions of the Texas Open Records Act applicable to information held by the City. The City a�rees it shall endeavor to protect and hold confidential information to the extent is satisfies any exception to the Texas Open Records Aet , including but not limited to , the exception for information pertaining to purehase of property. �eetion 6 . 02 : Parties j,Il Interest This contract shall bind and benefit the City and the Provider and shall not bestow any rights upon any third parties. �eetion 6 • 0�: Non-waiver Failure of either party hereto to insist on the strict performance of any of the agreements herein or to exercise any rights or remedies accruin� thereunder upon default or failure of performance shall not be considered a waiver of the right to insist on and to enforce , by an appropriate remedy, strict complianee with any other obligation hereunder or to exercise any right or remedy occurring as a result of any future default or failure of performance . Seetion 6 • 04 : Ap�licable Laws This contract is subject to and shall be construed in aecordance with the laws of the State of Texas , the laws of the federal government of the United States of America and all rules and re�ulations of any regulatory body or officer having jurisdiction. This contract is performable in Harris County and Galveston County, Texas . �eetion 6 • 05 : Notices All notices required or permitted hereunder shall be in writing and shall be deemed delivered when actually received or, if earlier , on the third day following deposit in a United States Postal Service post office or receptacle with proper postage affixed ( certified mail , return receipt requested) addressed to the respective other party at the address described below or at such other address as the receiving party may have theretofore prescribed by notice to the sending party: Citv: City of Friendswood , Texas City Hall 109 Willowick Friendswood , Texas 775�6 6 Provider: Clear Lake Area Economic Development Foundation 2525 Bay Area Boulevard , Suite 640 Houston , Texas 77058 Seetion � • 06 : Audits The Provider shall provide to the City, within 90 days of the close of the Provider ' s fiscal year, a true and correct copy of an audit of providers financial statements for the preceding year prepared by an independent certified public accountant . Section 6 • O7 : Ambiguities In the event of any ambiguity in any of the terms of this contract , it shall not be construed for or against any party hereto on the basis that such party did or did not author the same . PASSED AND APPROVED this the 22nd day of January , 1990. Clear ake Economie Developmen Foundation Larry Griffin - Executive Director ATTEST : Louise Lawson Assistant to Director Paul W. Schrader, Mayor City of Friendswood , Texas ATTEST : . Delo is Archer, CMC City Secretary City oF Friendswood , Texas 7 EXHIBIT A 1 . Recommend strategies to create positive attitudes about Friendswood amon� decision makers locally, nationally and internationally. 2 . Develop information ( statistical and narrative) comparing Friendswood and competing geographic areas in the United States . 3 . Accumulate and disseminate demo�raphie information about Friendswood to prospective new businesses and industry. � . Determine business and industrial products and services that are the best prospects for location in Friendswood . 5 . Prepare printed materials to assist in marketing Friendswood to attract and persuade prospects to locate in Friendswood . 6 . Solicit industrial , business and commercial prospects for location in Friendswood . 7 . Provide site seleetion and analysis services for new business and industry seeking location in Friendswood . 8 . Establish business support programs for start up and early sta�es for new business . 9 . Recommend strategies , policies , or ordinances that will enable Friendswood to compete more successfully for new business , industry and for the expansion of existing businesses . 10 . Advise Friendswood on present or proposed legislation or policies that impact eFforts to attract quality business or industrial growth. 11 . Recommend to Friendswood , the economic development goals , objectives and a plan for implementation. 12 . Advise and assist the Friendswood Industrial Development Corporation, including trainin� and assistance . 13 • Advise existing Friendswood businesses on strategies which will aid them in promotion of their businesses. 14 . Inform Friendswood citizens about what economic devlopment is , the need for it , and how they can help brin� it about . exh.a econ.dev 1