HomeMy WebLinkAboutGreater Cedar Valley Alliance-7/19/2010FY2011 ECONOMIC DEVELOPMENT GRANT
AGREEMENT TO SUPPORT "FULFILLING THE VISION" CAMPAIGN
FOR ECONOMIC VITALITY
OF
THE GREAT CEDAR VALLEY ALLIANCE
This Agreement is entered into as of TO ( , 2010, by and between the Greater
°�the Cityof Waterl o Iow ("City").
Cedar Valley Alliance ("GCVA"), ), and ( h'' )•
WHEREAS, the GCVA has proposed to the City the "Innovation and Technology Led Economic
Development in the Cedar Valley" project, whereby the Alliance will engage in economic development
activities to benefit the City of Waterloo; and
WHEREAS, the "Fulfilling the Vision" Campaign for Economic Vitality is explained in GCVA's
application filed with the City, a copy of which is attached hereto, marked Exhibit "A", and by this
reference made a part hereof; and
WHEREAS, through the adoption of the FY2011 budget, the City Council of City has agreed in
principle to provide certain funding for said project on certain terms and conditions, including execution
of a formal agreement outlining the duties and responsibilities of the GCVA and the City; and
WHEREAS, GCVA and City have reached agreement on the precise terms and conditions under
which the project will be undertaken and the funding provided, and now desire to reduce their agreement
to writing.
NOW, THEREFORE, in consideration of the mutual covenants exchanged herein, the parties
agree as follows:
1. Recipient Status. GCVA affirms that it is a private, non-profit corporation organized and existing
under Iowa law. GCVA shall provide proof of tax-exempt status under the Internal Revenue Service
Revenue Code prior to receiving funding. GCVA has also provided City with a copy of its mission
statement and a detailed summary from an officer or board member that specifies GCVA's use of the
funds, consistent with the concept of "public purpose" as described in Iowa Code § 15A.1(2), (5) or
otherwise by addendum to this Agreement.
2. Recipient Documentation. Prior to receiving funding, GCVA shall provide the following
documentation to City:
a. Proof of business entity status, including a copy of by-laws and articles of incorporation
if applicable;
b. Complete information on the source and amount of funding received from all other
sources, including but not limited to non-governmental agencies, membership dues and
fees, and private contributions;
c. Names and addresses of directors and /or officers;
d. Line item budget for current fiscal year,
e. List of any additional pending applications for funding to include funding source and
dollar amount requested.
3. Description of Project. In consideration for the funding provided to GCVA by the City, GCVA
shall represent and advocate for the interests of business, industry and institutions operating in the City of
Waterloo. Failure to abide by this requirement shall result in a return of funds pursuant to Paragraph 9 of
this Agreement. GCVA agrees to undertake and complete the Innovation and Technology Led Economic
Development in the Cedar Valley project (the "Project"), to engage in the following economic
development activities:
a. Business expansion and recruitment.
1) Executing the Targeted Industry Analysis: Bio Products and
Technologies, Information Technologies, Manufacturers utilizing
advanced methodologies, and Logistics.
2) Working with City staff to accommodate expansion of existing
business and preparing and negotiating incentive applications.
3) Engaging in external marketing efforts which shall include, but
not be limited to: phone calls, contacts, leads, prospects and
responding to requests for materials from interested parties.
4) Maintain relevant information databases.
b. Encouraging start up of businesses through support of MyEntreNet
services.
c. Workforce recruitment and coordination.
1) Implementation of the Workforce and Talent Plan.
2) Cultural Competency training will be reintroduced if practical.
3) The second career concept will be developed in conjunction with
the start-up of IPI.
4) Determining of the structure and practicality of an initiative to
increase the population (talent pool) significantly over the next
decade is a part of the work plan for the coming fiscal year.
5) Coordinate job fairs and employer roundtables.
d. Advocacy.
1) Government affairs advocacy for Cedar Valley legislative and
regulatory priorities in Des Moines and Washington DC.
2) Engaging local government CEOs in discussions to coordinate
economic growth and business climate issues.
e. Improving the "Brand"
1) Implement the Home for the Holidays in the Cedar Valley public
relations and promotions program.
2) Upgrade strategic communications vehicles, including the
Economic Development site, in content, function and design in
order to build the "one stop" presence for anything related to the
Cedar Valley economy.
4. Funding. The City agrees to provide funding in an amount not in excess of $85,000 in order to
support implementation of the Project, upon Request for Payment as provided in Paragraph 7, and upon
receipt of the Accounting required in Paragraph 5, as follows:
a. An amount not to exceed $28,500 to be paid in two separate payments of
$14,250 each on December 31, 2010, and on or before June 30, 2011; and
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b. An amount not in excess of $56,500 in potential incentive funds, if
earned, as follows:
1) $1,000 per acre of new development in an area of Waterloo
officially designated by City during the term of this Agreement as
an urban renewal area, TIF district, or other area in which City is
willing by written contract to provide development incentives for
a specific transaction (each of such areas is a "Development
Area"), provided that each acre must contain 10,000 sq. ft. of
building structure on average, and/or
2) $1,000 per $250,000 of new taxable value added to a
Development Area, and/or
3) $2,500 per new FTE jobs created in a Development Area,
provided the jobs have an hourly starting wage of at least $15.63,
and/or
4) GCVA will provide in writing to the City on a quarterly basis, the
number of initial calls, contacts, leads, prospects, and material
responses to requests for information applicable to each quarter.
Based on the documentation submitted by GCVA, the City, at its
sole discretion, can evaluate the quarterly performance of GCVA
and may provide Quarterly Performance Payments up to $5,000
to GCVA, with a total maximum not to exceed to $20,000.
Quarterly means the periods June 2010 through August 2010;
September through Novmeber 2010; December 2010 through
February 2011; and March 2011 through May 2011, in order to
allow program evaluation and payment to occur on or before June
30, 2011. .
The incentive payments identified in Paragraph 4.b will be provided only if GCVA can establish a causal
relationship between its activities and the economic development for which it proposes to be paid the
incentive funds. The incentive payments, if earned, shall be paid on or about December 31, 2010 and
June 30, 2011, subject to Paragraph 7 below.
Actual expenditures may exceed the amount budgeted for each major line item provided such costs are
otherwise reasonable and allocable to the approved project scope of work. Total expenditures may not
exceed the total funding amount authorized in this Paragraph.
5. Documentation Regarding Accounting of Expenditure of City Funds. The GCVA shall provide
the City with a detailed accounting of the expenditure of City funds and a written report outlining the
GCVA's performance and accomplishments within the scope of work outlined in its application, upon
submitting Requests for Payment pursuant to Paragraph 7.
6. Salaries. A portion of the City's grant, as outlined in Paragraph 4, may provide funding for a
portion of the salaries and employee benefits described in Exhibit "A". City payment of a portion of the
program's salary and benefit expenses shall not make the City responsible or liable for any employee. All
employment-related claims of any type or nature whatsoever that are made by a GCVA employee or
against a GCVA employee by others will be the sole responsibility of GCVA.
7. Request for Payment. All requests for payment or reimbursement shall be submitted by GCVA to
City on a semi-annual basis, specifically, no later than December 1, 2010, and June 1, 2011. All
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payments or reimbursements are contingent upon receipt of the documentation required in Paragraph 5
above, and upon receipt of the Report on Project Results required in Paragraph 8. City shall have a period
of up to thirty (30) days from date of receipt of each request for payment and all necessary
documentation, within which to make payment or reimbursement under the Agreement.
8. Report on Project Results. GCVA agrees to provide the City with a written summary
documenting the results of the Project on a semi-annual basis, specifically no later than November 1,
2010, and May 1, 2011. Such report shall include without limitation:
a. Details of external marketing efforts, including, but not limited to: the number of initial
calls, contacts, leads, prospects and material responses to request for information;
b. The number of acres of new development in all Development Areas, grouped by
Development Area (each acre must contain 10,000 sq. ft. of building structure on
average);
c. The amount of new taxable value added to all Development Areas, grouped by
Development Area; and
d. The number of new FTE jobs created in all Development Areas, grouped by
Development Area (each FTE job must have an hourly starting wage of at least $15.63).
9. Return of Funds. In the event GCVA does not use funds for the intended purpose(s) or in the
event GCVA does not comply with the reporting requirements of Paragraph 8 above, the funds or any
portion thereof shall be returned to the City prior to the end of the current fiscal year, which is June 30,
2011.
10. Time Limitation of Funding. The parties hereby acknowledge that the City is not committed or
obligated to provide funds beyond the terms and conditions of this Agreement, and that any future project
or program requires a separate request and is subject to City Council approval and execution of a separate
written agreement. However, this Agreement however does not prohibit GCVA from requesting
additional fmancial support from the City for other activities associated with the Project in the Cedar
Valley.
11. Recipient Board. The GCVA Board of Directors will be charged with planning for the
appropriate expenditure of City grant funds in accordance with this Agreement. The Mayor or his/her
designee will represent City on the Board.
12. Termination. Either party may terminate this Agreement at any time if:
a. The other party materially breaches the terms of this Agreement; provided that the non -
breaching party shall have given the breaching party written notice of such breach and the
breaching party shall have failed to cure the same within (30) days after receipt of such
notice;
b. There is the loss or departure of key personnel that would jeopardize both the quality and
time of performance or would make performance impractical with respect to the budget
contemplated for this Agreement, and a mutually acceptable replacement cannot be
found; or
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c. Performance of any part of this Agreement by a party is prevented or delayed due to a
factor beyond the reasonable control of the party and cannot be overcome by reasonable
diligence to the satisfaction of either party.
d. The party desiring termination delivers no less than 60 days' advance written notice of
termination to the other party.
In addition, the parties may terminate this Agreement at any time by mutual written consent or in the
event that all other government entities to which GCVA provides services substantially similar to those
GCVA provides to City choose to terminate any grant, funding or other agreement that provides
incentive -based funding to GCVA. In the latter instance, the parties agree to enter into a new written
agreement providing for funding to GCVA that is a flat payment -for -services arrangement, in an amount
mutually agreeable to the parties.
In the event of termination, immediate written notice shall be given by the authorized official of the party
requesting termination to the other party which should specify both the reason for and the effective date
of termination. Such notice shall be delivered by certified mail or in person to the authorized official of
the other party who executed this Agreement.
13. Liability. GCVA and City agree that each party shall be responsible for its acts or omissions and
the acts or omissions of its employees, officers, directors, agents or volunteers, to the extent allowed by
law. Nothing contained in this Agreement shall vary or modify in any manner any governmental
immunity which any party to this Agreement, or its officers, directors, employees, agents or volunteers,
may enjoy under any statute or rule of law, except to the extent provided in Iowa Code § 670.7, with
respect to the procurement of insurance, and then only to the extent stated in the insurance policy and
only as to those exceptions contained in Iowa Code § 670.4.
14. Legal Expenses. GCVA agrees that all legal expenses incurred by the City in connection with the
defense of any claim made or brought against the City that is directly related to GCVA's performance, or
the performance of GCVA's employees, officers, directors, agents or volunteers, under this Agreement
shall be the sole responsibility of the GCVA.
15. Terms of Agreement Control. The parties acknowledge that the provisions of this Agreement are
controlling and shall define the duties, responsibilities and conditions under which the Project shall be
completed. Any and all provisions of Exhibit "A", the GCVA's Application describing the Project,
which is inconsistent with the provisions of this Agreement, shall be ineffective. All persons who meet
the eligibility requirements as defined in this Agreement shall be entitled to participate in the Project,
regardless of race, color, creed, religion, national origin, sex, age, disability, sexual orientation, gender
identity, or any other criteria which by applicable law constitutes unlawful discrimination.
16. Entire Agreement. This Agreement, together with the Application attached hereto as Exhibit
"A", to the extent not inconsistent with the terms hereof, constitutes the entire agreement between the
parties with respect to the subject matter hereof. There are no other oral or written promises or
understandings except as expressly provided herein. This Agreement may be amended only by a written
agreement signed by the parties hereto.
17. Term of Agreement. This Agreement covers the period from July 1, 2010 through and
including June 30, 2011.
IN WITNESS WHEREOF, the parties have executed this Agreement by their duly authorized
representatives as of the date stated above.
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[signatures on next page]
GREATER CEDAR VALLEY ALLIANCE
By:
CITY OF W TERLOO, IOWA
By:
ent rnest G. Clark, Mayor
Attest:
hares, City Clerk