HomeMy WebLinkAbout06-16-2015 Economic Vitality Corporation EVC - Economic Development Services AgreementECONOMIC DEVELOPMENT SERVICES AGREEMENT
THIS ECONOMIC DEVELOPMENT SERVICES AGREEMENT ( "Agreement ") is made and entered into
this
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of June, 2015 by and between the CITY OF SAN LUIS OBISPO, a municipal corporation and charter
city, hereinafter referred to as "City ", and the ECONOMIC VITALITY CORPORATION (EVC) of San Luis Obispo
County, a California non -profit corporation hereinafter referred to as "Contractor" or "EVC ".
WITNESSETH:
WHEREAS, the City has recently amended its Economic Development Strategic Plan ( "EDSP ") which seeks to
advance the economic vitality of the City and encourage job creation, with a concentrated focus on head -of- household
jobs, support for infrastructure development, public - private and public - public partnerships, and business retention and
expansion;
WHEREAS; the mission of the EVC is "to stimulate the economic vitality of San Luis Obispo County, generate jobs
and increase financial investment within the County by promoting the retention, expansion, and attraction of business
and industry to the area;"
WHEREAS, sections 2.1 and 4.2 of the EDSP encourage the City to work with the EVC to promote economic
development.
NOW, THEREFORE, in consideration of their mutual promises, obligations, and covenants hereinafter contained, the
parties hereto agree as follows:
TERM. The term of this Agreement is the period beginning July 1, 2015 and ending June 30, 2017, unless
sooner terminated as hereinafter provided.
2. COMPENSATION AND BILLING. For providing economic development services as specified in this
Agreement, City will pay to Contractor compensation in the amount of $25,000.00 which shall be paid to Contractor in
biannual installments (December /July) of $6,250.00 within 30 days of City's receipt of an invoice and City's approval
of the report specified in Section 3, subparagraph "B ", herein.
3. CONTRACTOR'S OBLIGATIONS. For and in consideration of the payments and agreements herein
before mentioned to be made and performed by City, Contractor agrees as follows:
A. Contractor shall carry on regional economic development activities as follows:
1. Work with the City to provide support and assistance to prospects considering relocation of a
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business or industry to the City when appropriate to potential new businesses.
2. Continue to help organize and guide County -wide Economic Development efforts.
3. Maintain open communications with the City about the work within the Clusters of Opportunity.
4. Communicate issues of concern about San Luis Obispo -based businesses to the City to facilitate
City response.
5. Continue involvement in business retention, expansion and attraction efforts including, but not
limited to the outreach effort of the business assistance team.
6. Continue to help businesses find access to capital through its network.
7. Otherwise promote the policies and programs set forth in the City's EDSP.
B. EVC shall furnish to City biannual reports of its activities on behalf of the City. Said reports shall
provide a summary of the activities from the preceding six months and may be made a part of the invoice for the
amount due for the preceding six month period.
4. TERMINATION OF AGREEMENT FOR CONVENIENCE OF EITHER PARTY. Either party may
terminate this Agreement at any time by giving to the other party 30 days prior written notice of such termination.
Termination shall have no effect upon the rights and obligations of the parties arising out of any transaction occurring
prior to the effective date of such termination.
5 TERMINATION FOR CAUSE. If Contractor fails to perform its duties to the satisfaction of the City or if
Contractor fails to fulfill in a timely and professional manner Contractor's obligations under this Agreement or if
Contractor shall violate any of the terms or provisions of this Agreement, then City shall have the right to terminate this
Agreement effective immediately upon City giving written notice thereof to Contractor.
6. INDEMNIFICATION. To the fullest extent permitted by law, Contractor agrees to defend, indemnify,
protect and hold City and its agents, officers, and employees harmless from and against any and all claims asserted or
liability established for damages or injuries to any person or property, including injury to Contractor's employees,
agents, or officers which arise from or are connected with or are caused or claimed to be caused by the acts or
omissions of Contractor, and its agents, officers, or employees, in performing the work or services herein, and all
expenses of investigating and defending against same; provided, however, that Contractor's duty to indemnify and hold
harmless shall not include any claims or liability arising from the proven sole negligence or willful misconduct of the
City, its agents, officers, or employees.
7. INSURANCE: The Contractor shall procure and maintain for the duration of the contract insurance that
meets the requirement of Exhibit A. As evidence of this insurance, the Contractor shall provide the City with a
Certificate of Insurance and an Endorsement naming the City as "Additional Insured ".
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8. AMENDMENTS: Any amendment, modification, or variation from the terms of this Agreement shall be in
writing and shall be effective only upon approval by the City of San Luis Obispo Council or the City Manager.
9. COMPLETE AGREEMENT: This written Agreement shall constitute the complete agreement between the
parties hereto. No oral agreement, understanding, or representation not reduced to writing and specifically incorporated
herein shall be of any force or effect, nor shall any such oral agreement, understanding, or representation be binding
upon the parties hereto.
10. EMPLOYMENT STATUS. Nothing in this Agreement is intended not shall be construed to create an
employer - employee relationship between the City and Contractor. Neither Contractor nor any of Contractor's agents,
employees or contractors are or shall be considered to be agents or employees of the City in connection with the
performance of Contractor's obligations under this Agreement.
11. NOTICE. All written notices to the parties hereto shall be sent by United States mail, postage prepaid by
registered or certified mail addressed as follows:
City: City Clerk Contractor: Michael Manchak, President and CEO
City of San Luis Obispo Economic Vitality Corp. of San Luis Obispo County
990 Palm Street 735 Tank Farm Road, Suite
San Luis Obispo, CA 93401 San Luis Obispo, CA 93401
12. AUTHORITY TO EXECUTE AGREEMENT. Both City and Contractor do covenant that each individual
executing this agreement on behalf of each party is a person duly authorized and empowered to execute Agreements for
such party.
13. COMPLIANCE WITH LAWS AND REGULATIONS. Contractor agrees that is it familiar with and will
comply with all local, State and Federal laws and regulations that pertain to Contractor's performance under this
Agreement.
14. NON - ASSIGNMENT OF AGREEMENT. Inasmuch as this Agreement is intended to secure the
specialized services of Contractor, Contractor shall not have the right to assign or transfer this Agreement, or any part
hereof, without the prior written consent of City, and any such assignment or transfer without the City's prior written
consent shall be considered null and void.
15. EFFECT OF WAIVER. City's waiver of a breach of any one term, covenant or other provision of this
Agreement shall not be a waiver of a subsequent breach of the same term, covenant or provision of this Agreement or
of the breach of any other term, covenant or provision of this Agreement.
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IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed the day and year
first above written.
ATTEST:
J ty Clerk, Ant l ony
AS TO FORM:
, Christine Dietrick
CITY OF SAN LUIS OBISPO,
A Ma CQrpor,stion
City Manager, Katie Lichtig
CONTRACTOR:
By: � e
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Its: President and Chief Operating Officer,
Michael E. Manchak
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EXHIBIT A
INSURANCE REQUIREMENTS: Consultant Services
The Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to
persons or damages to property which may arise from or in connection with the performance of the work hereunder by
the Contractor, its agents, representatives, employees, or subcontractors.
Minimum Scope of Insurance. Coverage shall be at least as broad as:
1. Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001).
2. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto).
3. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance.
Minimum Limits of Insurance. Contractor shall maintain limits no less than:
1. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If
Commercial General Liability or other form with a general aggregate limit is used, either the general
aggregate limit shall apply separately to this project/ location or the general aggregate limit shall be equal to
the required occurrence limit.
2. Automobile Liability: $1,000,000 per accident for bodily injury and property damage.
3. Employer's Liability: $1,000,000 per accident for bodily injury or disease.
Deductibles and Self- Insured Retentions. Any deductibles or self - insured retentions must be declared to and
approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self -
insured retentions as respects the City, its officers, officials, employees and volunteers; or the Contractor shall procure a
bond guaranteeing payment of losses and related investigations, claim administration and defense expenses.
Other Insurance Provisions, The general liability and automobile liability policies are to contain, or be endorsed to
contain, the following provisions:
1. The City, its officers, officials, employees, agents and volunteers are to be covered as insureds as respects:
liability arising out of activities performed by or on behalf of the Contractor; products and completed
operations of the Contractor; premises owned, occupied or used by the Contractor; or automobiles owned,
leased, hired or borrowed by the Contractor. The coverage shall contain no special limitations on the scope of
protection afforded to the City, its officers, official, employees, agents or volunteers.
2. For any claims related to this project, the Contractor's insurance coverage shall be primary insurance as
respects the City, its officers, officials, employees, agents and volunteers. Any insurance or self - insurance
maintained by the City, its officers, officials, employees, agents or volunteers shall be excess of the
Contractor's insurance and shall not contribute with it.
3. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall
not affect coverage provided to the City, its officers, officials, employees, agents or volunteers.
4. The Contractor's insurance shall apply separately to each insured against whom claim is made or suit is
brought, except with respect to the limits of the insurer's liability,
5. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,
voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written
notice by certified mail, return receipt requested, has been given to the City.
6. Coverage shall not extend to any indemnity coverage for the active negligence of the additional insured in any
case where an agreement to indemnify the additional insured would be invalid under Subdivision (b) of
Section 2782 of the Civil Code.
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Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than
ANII or as accepted by the City of San Luis Obispo Risk Manager.
Verification of Coverage. Contractor shall furnish the City with a certificate of insurance showing maintenance of the
required insurance coverage. Original endorsements effecting ge ncral liability and automobile liability coverage
required by this clause must also be provided. The endorsements are to be signed by a person authorized by that
insurer to bind coverage on its behalf All endorsements are to be received and approved by the City before work
commences and approval of the endorsements by the City shall be conclusive proof that Contractor has complied with
applicable insurance requirements.
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MMOMIC VITALITY COMA
Economic Vitality Corporation INVOICE
735 Tank Farm Road, Suite 264
San Luis Obispo, CA 93401
Phone (805) 788 -2012 Fax (805) 781 -6193
www.sloevc.org info @sloevc.org INVOICE #CY15- 2CISLO
DATE: JUNE 17, 2015
TO:
Lee Johnson
Economic Development Manager
City of San Luis Obispo
990 Palm Street
San Luis Obispo, CA 93401
Period: Semi - Annual payment for the period of July 1 — December 31, 2015 I $6,250
Activities under the contract include the following:
1. Presentations about EVC resources to businesses and service organizations about the
importance of the local economy to service organizations
2. Providing resources to help start and expand businesses
3. Providing loan referral program for businesses to help access private or bank loans
4. Economic Strategic Plan — Coordination of six Economic Strategy Clusters in the City
5. Meetings and phone consultations with Lee Johnson, Economic Development Manager
6. Technical and business assistance to organizations impacting or located in the City of SLO
7. Assisting with City's Economic Development Strategic Plan implementation
8. Inclusion of City staff in Building Design and Construction cluster meetings to assure
coordination of efforts and needs of this cluster.
9. Participation in development and coordination of services and aims of the HotHouse
10. Conduct meetings with and for the HotHouse with local leaders.
11. Workforce Housing Project and presentations on education of workforce housing needs
12. Broadband Initiative working directly with City
13. 805connect project working directly with City
TOTAL 1 $6,250
EVC is a 501(c)(3) Nonprofit Tax ID # 77- 0402681
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ECONOMIC VITALITY CORP.
Economic Vitality Corporation
735 Tank Farm Road, Suite 264
San Luis Obispo, CA 93401
Phone (805) 788 -2012 Fax (805) 781 -6193
www.sloevc.ora info @sio_evc.org
TO:
Lee Johnson
Economic Development Manager
City of San Luis Obispo
990 Palm Street
San Luis Obispo, CA 93401
Period: Semi - Annual payment for the period of January 1 — June 30, 2016
Activities under the contract include the following:
INVOICE
INVOICE #CY16- 1CISLO
DATE: JUNE 17, 2015
1. Presentations about EVC resources to businesses and service organizations about the
importance of the local economy to service organizations
2. Providing resources to help start and expand businesses
3. Providing loan referral program for businesses to help access private or bank loans
4. Economic Strategic Plan — Coordination of six Economic Strategy Clusters in the City
5. Meetings and phone consultations with Lee Johnson, Economic Development Manager
6. Technical and business assistance to organizations impacting or located in the City of SLO
7. Assisting with City's Economic Development Strategic Plan implementation
8. Inclusion of City staff in Building Design and Construction cluster meetings to assure
coordination of efforts and needs of this cluster.
9. Participation in development and coordination of services and aims of the HotHouse
10. Conduct meetings with and for the HotHouse with local leaders.
11. Workforce Housing Project and presentations on education of workforce housing needs
12. Broadband Initiative working directly with City
13. 805connect project working directly with City
TOTAL
EVC is a 501(c)(3) Nonprofit Tax ID # 77- 0402681
$6,250
$6,250