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Home My WebLink About5.136 Original Contract 5. I &1.P AGREEMENT THIS AGREEMENT is entered into this /4tday of ~{~, 2007, by and between the City of Port Angeles, Washington, a municipal corporation, hereinafter called "City", and the Clallam County Economic Development Council, Inc., a non-profit corporation, hereinafter called "Contractor" . WHEREAS, the City is a municipal corporation of the State of Washington authorized to contract for economic development services; and, WHEREAS, it is in the public interest for economic development activities to be performed that will enhance the economy and employment opportunities in the City of Port Angeles; and, WHEREAS, the City has need of research and assistance in regards to these and other aspects of its operations; NOW, THEREFORE, in consideration of the above representations and the mutual covenants and agreements herein, it is agreed by the parties as follows: 1. PERFORMANCE BY THE CONTRACTOR. A. Promote Economic and Employment Opportunities. The Contractor shall promote and enhance economic development and employment opportunities in the City in accordance with the mission and goals set forth in the attached Exhibit "A". The Contractor shall use its resources to market the facilities and capabilities of the City to new and existing businesses with the goals of increasing City revenues and employment opportunities for City residents. B. Business Retention, Expansion and Recruitment. (1) The Contractor shall work cooperatively with the City and shall serve as an - 1 - economic development research and reference service for the City. In this capacity the Contractor shall conduct ongoing basic market research; identify target markets; provide business retention, expansion and recruitment services aimed at existing businesses and target markets; and participate with the City in the process of responding to inquiries, site selection consultation, and case management, regarding existing or new industries or other commercial ventures which seek information concerning the facilities and resources managed by the City or which may involve properties and/or infrastructure within the City and the Port Angeles Urban Growth Area (UGA). (2) The Contractor shall, upon request, provide effective industrial marketing guidance to City staff and provide services in the development and execution of programs aimed at better planning, utilization, promotion, and advertisement of community services, facilities, infrastructure, and property. (3) The Contractor shall maintain and enhance working relations with existing businesses to assist them with start-up and expansion needs, technical assistance, access to business counseling and financing resources including aid and assistance to at-risk businesses. (4) The Contractor shall assist the City in preparing replies to inquires received by the City or the Contractor regarding City facilities and resources or which may involve properties and/or infrastructure within the Port Angeles Urban Growth Area (UGA) relative to economic development retention and growth opportunities. (5) The Contractor shall assist the City in applying for and administering economic development related grants, including any potential to support the development of infrastructure. (6) The Contractor shall assist the City in working with Clallam County to: (a) Expand City Limits into the Port Angeles UGA, (b) Extend the Port Angeles UGA, and (c) Extend City services and utilities into such areas. (7) The Contractor shall maintain an up-to-date community profile specific to the Port Angeles area, which highlights demographic and development data customarily of interest to industrial/commercial developers. (8) The Contractor shall work with the City in the maintenance and periodic update of the commercial and industrial property and infrastructure databases for the Port Angeles vicinity. (9) The Contractor shall work with the City to research, identify, and implement the addition of new development incentive programs or packages as may be - 2 - applicable to Port Angeles economic development efforts. C. Prospect~anagement. The Contractor will be primarily responsible for providing services in connection with industrial and business retention, expansion and/or relocation. The Contractor will represent the attributes for appropriate site locations within the City that meet the prospects criteria. In such dealings, the Contractor shall participate in the handling of prospects, in accordance with the following guidelines: (1) Contacts made directly to the Contractor or referred to Contractor by Outside Sources. (a) The Contractor will provide general information and other data requested by the prospect. Within 24 hours of being contacted regarding a prospect, the Contractor shall notify the City ~anager, or his designee, by phone and/or e-mail, regarding details of the contact. (b) If the prospect indicates an interest in specific business locations, the Contractor shall notify other affected parties and property owners as appropriate, make appropriate introductions, and assist in follow-up marketing. (c) If the prospect requests confidentiality, the Contractor will keep the City ~anager, or his designee, fully informed without revealing the identity of the prospect. (2) Contacts made directly to the City. (a) When the City receives a direct contact or is managing a development prospect and desires support from the Contractor, it may request such assistance, and Contractor will render such assistance. The Contractor to supply recruitment information and services as described in lA and lB. (3) Public Events. and ~edia Any public events such as media conferences, ground breaking ceremonies, and ribbon cuttings in which the Contractor is involved within the City and or the Port Angeles UGAs will be coordinated with the City ~anager or his designee, the siting jurisdiction, and other affected partners. D. The Contractor shall provide to the City and to such persons as the City may direct, free of additional charge, materials prepared by the Contractor. E. The Contractor shall maintain records and report to the City as follows: - 3 - (1) The Contractor shall maintain accounts and records that accurately reflect the revenues and costs for the Contractor's activities under this Contract. These financial records, and all records related to the performance of this Contract, shall be available for City inspection. (2) The Contractor shall provide the City with written reports monthly, fully describing what work has been performed pursuant to this Contract, and including a current statement of revenues and costs. (3) The Contractor shall provide the City with a written report quarterly as outlined in Exhibit A - Reporting Performance Measures, fully describing how the Contractor's activities have benefitted the City, the greater Port Angeles community and the economy of Port Angeles. In addition, the Contractor's Executive Director shall appear before the City Council at least quarterly to report on the Contractors activities pursuant to this agreement and to answer questions. (4) The Contractor shall use its best efforts to economize on overhead expenses to the maximum extent feasible in providing the services to be performed pursuant to this Contract. (5) The Contractor shall provide the City with an annual budget, including current salaries and benefits for all employees and classifications of employees and shall notify the City within 30 days of any increases in salaries or benefits from the prevIous year. 2. PERFORMANCE BY THE CITY. A. For the services to be rendered by the Contractor, the City will provide, by payment in cash, the amount of $20,000 and, in-kind telephone service, in an amount not to exceed $2,500. B. Payments shall be made in four, equal, quarterly installments. Payment by the City shall be due upon receipt and acceptance by the City Manager of the Contractor's written quarterly report. The Contractor will invoice the City for all quarterly payments. 3. TERM. This agreement shall be for a term of one year, commencing on January 1,2007. 4. ASSIGNMENT. This agreement may not be assigned by either party to this agreement except by signed amendment. - 4 - 5. BREACH. A. In the event of either party's material breach of the terms or conditions of this Contract, the non-breaching party reserves the right to withhold payments or services until corrective action has been taken or completed. However, the party shall not exercise this right until they have given written notice of such material breach to the breaching party and ten days have passed since the receipt of such notice. This option is in addition to and not in lieu of the parties' right to terminate this Contract or any other right which State law offers for breach of contract. B. If either party shall materially breach any of the covenants undertaken herein or any of the duties imposed upon it by this Contract, such material breach shall entitle the other party to terminate this Contract, provided that the party desiring to terminate for such cause shall give the offending party at least twenty days' written notice, specifying the particulars wherein it is claimed that there has been a violation hereof, and if at the end of such time, the party notified has not removed the cause of complaint, or remedied the purported violation, then the termination of this Contract shall be deemed complete. 6. NON-DISCRIMINATION. A. The Contractor shall conduct its business in a manner which assures fair, equal and non-discriminatory treatment of all persons, without respect to race, creed or national origin, and, in particular: B. The Contractor shall maintain open hiring and employment practices and will welcome applications for employment in all positions, from qualified individuals who are members of minorities protected by federal equal opportunity/affirmative action requirements; and, C. The Contractor shall comply with all requirements of applicable federal, state or local laws or regulations issued pursuant thereto, relating to the establishment of non-discriminatory requirements in hiring and employment practices and assuring the service of all persons without discrimination as to any person's race, color, religion, sex, Vietnam era veteran's status, disabled veteran condition, physical or mental handicap, or national origin. ) 7. DISPUTE RESOLUTION. The parties agree that any dispute related to this Agreement shall first be submitted to the City Manager and the Contractor's Executive Director, and they shall attempt to resolve that dispute If the City Manager and Executive Director are not able to resolve that dispute, the dispute shall next be submitted to the City Council and to the Contractor's Board of Directors. Those entities shall attempt to resolve the dispute. If they are not able to resolve the dispute, the dispute shall be submitted to mediation. The parties shall agree on one mediator. If mediation is unable to resolve the dispute, then either party may take such legal - 5 - action as they deem appropriate. The venue of any lawsuit related to this Agreement shall be in Clallam County, Washington. 8. INDEPENDENT CONTRACTOR STATUS. The relation created by this Contract is that of independent contracting entities. The Contractor is not an employee of the City and is not entitled to the benefits provided by the City to its employees. The Contractor, as an independent contractor, has the authority to control and direct the performance of the details of the services to be provided. The Contractor shall assume full responsibility for payment of all Federal, State, and local taxes or contributions imposed or required, including, but not limited to, unemployment insurance, Social Security, and income tax. 9. HOLD HARMLESS AND INSURANCE. The Contractor shall protect, defend, save harmless, and indemnify the City, its officers, agents, and employees from and against any and all claims, damages, losses, and expenses, including reasonable attorney's fees, occurring, arising, or resulting from supplying work, services, materials, or supplies in connection with the performance of this Contract. The Contractor shall provide a Certificate of Insurance evidencing occurrence-based Commercial General Liability insurance with limits of no less than $1,000,000 combined single limit per occurrence, with the City shown as a named additional insured. 10. ENTIRE CONTRACT. The parties agree that this Contract is the complete expression of the terms hereto and any oral representation or understanding not incorporated herein is excluded. Further, any modification of this Contract shall be in writing and signed by both parties. - 6 - IN WITNESS WHEREOF, the parties hereto caused this Contract to be executed the day and year first herein above written. ~ORT ANGELES MY~ ATTEST: /-JO ~~. L!pw^ Becky J. U , ty Cler APPIOVED AS TO FO '. Z/;;. r ~ h'~' William E. Bloor, City Attorney CLALLAM COUNTY ECONOMIC DEVELOPMENT COUNCIL ~~J~ eSlde (f{J;tt . 7n~~ Vice President - 7 - Exhibit A 1. Performance measures for reporting on in each monthly/quarterly/annual report: a. Describe the results of the EDC's efforts to implement the region's economic development strategies. Please be specific. b. Identify new investments made in the long-term economic growth ofthe region as part of the above strategy this month/quarter/year. (Give special emphasis to those directly related to the Port Angeles area). c. Identify new businesses/business people recruited to be EDC members this past month/quarter/year (again, give special emphasis to those directly related to Port Angeles), along with the following information: i. Key personnel and contact information ii. Business sector 111. How you will engage them in furthering the region's economic development strategies. d. Identify new business startups and expansions in/near Port Angeles, along with the following information: i. Key personnel and contact information 11. Business sector 111. Number of new jobs IV. Reason they chose Port Angeles v. What are the owner's/principal's interests? VI. How might they be further engaged in community involvement? 2. Quarterly reports will include the quarterly financials for the EDC. Reports shall reflect how the EDC is increasing corporate sponsorship and investment in the EDC while reducing reliance on public agency funding. - 8 - ~- ORT'P;.NGE'LE- S" I ,( ') , , i ( j ii' , r /) J, F' : f I I ,': I ;; j ,~ ~,~ ~ ~ ~ f ~~\~ I ,,,?\ _'_Nt _~ ~I _~_' ~';iy 1 r~ ~ , f .- ~~ --' --~~ \ WAS H I N G TON, U. S. A. City Clerk's Office May 3, 2007 Lmda Rotmark Executive Director Clallam County Economic Development Council P. O. Box 1085 Port Angeles, W A 98362 Re: Agreement between the City of Port Angeles and the Clallam County Economic Development Council Dear Lmda, As you know, at its meeting of May 1, 2007, the Port Angeles CIty Council approved the 2007 agreement with the Clallam County Economic pevelopment Council; Enclosed are two (2) copies of the agreement. Please obtain signatures on b.oth copies and ,return one fully executed copy to me at your earliest convenience. If I can be of any further assistance, please feel free to contact me. I can be reached at 417 -4634 or bye-mail atcitvclerk@citvofpa.us . Sincerely yours, t~~ City Clerk/Management Assistant Enclosure Phone 360-417-4634 / Fax: 360-417-4609 Website www.cltyofpa us / Email.cltyclerk@cltyofpa.us 321 East Fifth Street - PO. Box 1150/ Port Angeles. 'WA 98362-0217