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HomeMy WebLinkAboutR-2003-155 Yakima County Development Association Contract (YCDA)RESOLUTION NO. R-2003-155 A RESOLUTION authorizing the City Manager to execute a public sector service contract with the Yakima County Development Association for economic development services. WHEREAS, the Yakima County Development Association ("YCDA") is a Washington private nonprofit corporation representing a coalition of business, government, labor, and education leadership dedicated to planning, developing, and implementing community economic development programs; and WHEREAS, YCDA staff possesses valuable skill, experience and expertise in community economic development; and WHEREAS, YCDA has been involved in many significant investment decisions in the City of Yakima and Yakima County; and WHEREAS, under RCW 35.21.703, it is appropriate for cities to contract with nonprofit corporations in furtherance of and relating to economic development programs; and WHEREAS, YCDA has offered to perform certain economic development services to the City of Yakima in accordance with the terms and conditions of the attached public sector service contract; and WHEREAS, the City Council deems it to be in the best interest of the City of Yakima to authorize execution of the attached contract with the Yakima County Development Association for economic development services, now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager is directed and authorized to execute the attached Public Sector Service Contract with the Yakima County Development Association for economic development services. ADOPTED BY THE CITY COUNCIL this 16th day of December, 2003. ATTEST: Karen S. Roberts, City Clerk Mary Place, Mayor C.\Documents and Settings\jaringto\Local Settings\Temporary Internet Files\OLK7\ced-ycda-contract resolution.doc YAKIMA COUNTY DEVELOPMENT ASSOCIATION PUBLIC SECTOR SERVICE CONTRACT THIS PUBLIC SECTOR SERVICE CONTRACT (hereinafter the "Contract") is entered into by the City of Yakima, a municipal corporation (hereinafter the "City"), and the Yakima County Development Association, a Washington nonprofit corporation (hereinafter "YCDA"). WHEREAS, YCDA is a Washington private nonprofit corporation representing a coalition of business, government, labor, and education leadership dedicated to planning, developing, and implementing community economic development programs; and WHEREAS, economic development programs are coordinated public and private actions which aid in enhancing a community's quality of life and bringing its citizens into the economic mainstream by planning and building local economic capacity, such as an effective education and training system, sound transportation and physical infrastructure, attractive, diverse private and public investments, and competitive and skilled work force; and WHEREAS, YCDA staff possess valuable skill, experience and expertise in community economic development; and WHEREAS, YCDA has been involved in many significant investment decisions in the City of Yakima and Yakima County; and WHEREAS, the City wishes to utilize the skill, experience, and expertise of YCDA rather than attempting to perform the same services at greater expense; and WHEREAS, the City wishes to exercise authority granted under RCW 35.21.703 by contracting with YCDA to provide economic development assistance to the City; and WHEREAS, the City desires to have certain services performed by YCDA as described within this Contract. NOW, THEREFORE, in consideration of payment, covenants, and agreements hereinafter mentioned, to be made and performed by the parties hereto, the parties mutually covenant and agree to the following: 1. Scope of Services. The City desires to continue utilizing services provided by YCDA. The City recognizes that, because of the nature of a private economy, YCDA shall provide economic development programming for the entire Yakima County area and not exclusively for the City of Yakima area. The City understands that it will receive economic development benefits from YCDA's efforts within Yakima County because the City is an economic focal point of the County. Such benefits to the City include a more diversified economic base, additional employment opportunities and greater prosperity. The economic development program shall consist of an annual program of work drafted by the YCDA Board of Directors. C. \ Documents and Settings \ jaringto \ Local Settings\Temporary Internet Files \ OLK7 \ ced-ycda contract.docLast printed 12/10/2003 2:39 PM YAKIMA COUNTY DEVELOPMENT ASSOCIATION PUBLIC SECTOR SERVICE CONTRACT FOR 2004-2008 Page 1 of 7 YCDA shall maintain a professional staff to carry out an economic development program in Yakima County. During the term of this Contract, YCDA will dedicate its best efforts to carry out such a program. Additionally, beyond its general mission of economic development in Yakima County, YCDA shall dedicate its professional and support staff to certain specific objectives, including but not limited to the following: a. Market the City of Yakima and Yakima County as a location for new nonretail business investment. Maintain accurate information about the City's costs and opportunities as they relate to new business development. Maintain confidentiality for business clients evaluating sites or facilities within the region. b. Work cooperatively with developers, realtors, land owners and other parties within the Yakima urban area to maintain up-io-date information about sites and facilities that can meet the needs of new or existing businesses. c. Conduct bi-annual visits with Yakima -based manufacturers as part of YCDA's manufacturers' survey. Provide appropriate follow-up assistance to local businesses based on needs identified during the survey interviews or as a result of other outreach activities. d. Provide the City of Yakima with a report every two years on the status of local manufacturers, providing insights on their overall health and feedback on local business climate issues. e. Support the City's efforts to prepare industrial sites and facilities through grant applications to local, state or federal infrastructure financing programs. f. Advise the City regarding industrial or commercial sector needs relative to capital facilities requirements, permitting, and urban development policies. g. Market the City's Renewal Community incentives and HUD 108 funds to prospective users and provide technical assistance to businesses interested in these programs. These objectives will be mutually reviewed and updated by the parties on an annual basis. 2. Term of Contract. This Contract shall commence on January 1, 2004, and shall terminate on midnight, December 31, 2008, unless terminated earlier by either party in accordance with Section 17. 3. Compensation. YCDA shall receive compensation for satisfactory services performed and required under this Contract in an annual amount of Nineteen Thousand Nine Hundred Thirteen Dollars ($19,913.00), which amount shall be paid to YCDA in two equal installments of Nine Thousand Fifty -Six Dollars and Fifty Cents ($9,956.50), with one installment due on January 15, 2004, and one installment due on July 15, 2004. In the following years, payment shall be made to YCDA in two equal installments on January 15 and July 15 of each respective year. Said C:\Documents and Settings\jaringto\Local Settings\Temporary Internet Files\OLK7\ced-ycda contract.docLast printed 12/10/2003 2:39 PM YAKIMA COUNTY DEVELOPMENT ASSOCIATION PUBLIC SECTOR SERVICE CONTRACT FOR 2004-2008 Page 2 of 7 compensation and payments are expressly conditioned upon and subject to receiving authorization and approval during the City's yearly budget process. 4. Written Reporting Requirements. YCDA shall submit quarterly written reports including, for the fourth quarter of each year, an annual written project report to be delivered by March 31 of the next year. Such reports shall contain a description of accomplishments under the applicable scope of services provision of the Contract. Specifically, each annual report shall indicate the amount of new investment, retention of investment, and new jobs within Yakima County which affect economic development of the City. 5. Review and Evaluation. YCDA's performance of the services required under this Contract shall be reviewed and evaluated by the City on an annual basis. YCDA shall cooperate with the City and its representatives during said annual review and evaluation and make available any and all information requested during such evaluation process. 6. Maintenance of Records, Annual Financial Statement and Inspections. a. YCDA shall maintain accounts and records, including personnel, property, financial, and program records, and such other records as the City may deem necessary to ensure proper accounting for all project funds and compliance with this Contract, including a system of internal controls and accounting systems which conform to generally accepted accounting principles and auditing standards. b. All such records and documents shall be retained by YCDA and be available for inspection, audit and copying by appropriate City representatives and/or appropriate federal/state officials during the term of this Contract and for a period of three (3) years following the termination of this Contract. c. YCDA shall provide access of facilities to the City, the state and/or federal agencies or officials at reasonable times to monitor and evaluate the services provided under the Contract. The City will give advance notice to YCDA in the case of fiscal audits to be conducted by the City. d. YCDA shall prepare an annual financial statement and have such audited by an independent certified public accountant. One copy of said financial statement and audit or review shall be provided to the City during the term of this Contract. 7. Taxes and Assessments. YCDA shall be solely responsible for compensating its officers, employees and agents and for paying all related taxes, deductions, and assessments, including but not limited to federal income tax, FICA, social security tax, assessments for unemployment and industrial C. Documents and Settings\jaringto\Local Settings\Temporary Internet Files\OLK7\ced-ycda contract.docLast printed 12/10/2003 2:39 PM YAKIMA COUNTY DEVELOPMENT ASSOCIATION PUBLIC SECTOR SERVICE CONTRACT FOR 2004-2008 Page 3 of 7 injury, and other deductions from income which may be required by law or assessed against either party as a result of this Agreement. YCDA shall pay the same before it becomes due. 8. Nondiscrimination Provision. During the performance of this Contract, YCDA shall not discriminate on the basis of race, age, color, sex, religion, national origin, creed, marital status, political affiliation, or the presence of any sensory, mental or physical handicap. This provision shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment, advertising, layoff or termination, rates of pay or other forms of compensation, selection for training, and the provision of services under this Contract. 9. Compliance With Law. YCDA agrees to perform ail work/services under and pursuant to this Contract in full compliance with any and all applicable laws, rules, and regulations adopted or promulgated by any governmental agency or regulatory body, whether federal, state, local, or otherwise. 10. Prohibited Acts. YCDA shall use all consideration provided under this Contract solely to pay for labor, equipment, materials, and overhead in its operations. It shall not use such consideration as loans, grants, or gifts to public or private entities for any purpose whatsoever, nor shall such consideration be used for the purpose of promotional hosting. Violation of the provision of this section shall be cause of immediate termination of this Contract and YCDA shall repay to the City any funds transferred in violation of this section. 11. No Conflict of Interest. YCDA covenants that no officer, employee or agent of the City who exercises any functions or responsibilities in connection with the planning and implementation of the program funded herein or any other person who presently exercises any functions or responsibilities in connection with the planning and implementation of the program funded herein shall have any personal financial interest, direct or indirect, in this Contract. None of the funds, materials, property or services provided directly or indirectly under this Contract shall be used for any partisan political activity or to further the election or defeat of any candidate for public office. 12. Insurance. a. Liability Insurance. On or before the date this Contract is fully executed by the parties, YCDA shall provide the City with a certificate of insurance as proof of liability insurance with a minimum liability limit of One Million Dollars ($1,000,000.00) combined single limit bodily injury and property damage. The certificate shall clearly state who the provider is, the amount of coverage, the policy number, and when the policy and provisions C:\Documents and Settings\jaringto\Local Settings\Temporary Internet Files\OLK7\ced-ycda contract.docLast printed 12/10/2003 2:39 PM YAKIMA COUNTY DEVELOPMENT ASSOCIATION PUBLIC SECTOR SERVICE CONTRACT FOR 2004-2008 Page 4 of 7 provided are in effect. Said policy shall be in effect for the duration of this Contract. The policy shall name the City, its elected officials, officers, agents, and employees as additional insured, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the City thirty (30) calendar days' prior written notice. The insurance shall be with an insurance company rated A -VII or higher in Best's Guide and admitted in the State of Washington. b. Industrial Insurance. YCDA shall comply with the provisions of RCW Title 51, Industrial Insurance. During the duration of this Contract, YCDA shall provide or purchase industrial insurance coverage for its employees, as may be required of an "employer" as defined in RCW Title 51 and shall maintain full compliance with RCW Title 51. c. City does not provide insurance for YCDA. It is understood the City does not maintain any form of insurance for YCDA, its officers, employees, volunteers, and/or agents. 13. Indemnification and Hold Harmless. a. YCDA agrees to protect, defend, indemnify, and hold harmless the City, its officers, elected officials, employees and agents from any and all claims, demands, losses, liens, liabilities, penalties, fines, lawsuits, and other proceedings and all judgments, awards, costs and expenses (including reasonable attorneys' fees and disbursements) resulting from any negligent act and/or omission of YCDA, its officers, employees, volunteers, agents, and/or subcontractors arising out of the performance of this Contract. b. In the event that both YCDA and the City are negligent, YCDA's liability for indemnification of the City shall be limited to the contributory negligence for any resulting suits, actions, claims, liability, damages, judgments, costs and expenses (including reasonable attorney's fees) that can be apportioned to YCDA, its officers, employees, volunteers, agents, and/or subcontractors. c. Nothing contained in this Section or this Contract shall be construed to create a liability or a right of indemnification in any third party. d. This Section of the Contract shall survive the term or expiration of this Contract and shall be binding on the parties to this Contract. 14. Assignment. This Contract, or any interest herein, or claim hereunder, shall not be assigned or transferred in whole or in part by YCDA to any other person or entity without the prior written consent of the City. In the event that such prior written consent to an assignment is granted, then the assignee shall assume all duties, obligations, and liabilities of YCDA stated herein. 15. Severability. a. If a court of competent jurisdiction holds any part, term or provision of this Contract to be illegal, or invalid in whole or in part, the validity of the remaining provisions C:\Documents and Settings \jaringto \ Local Settings Temporary Internet Files \ OLK7 \ ced-ycda contract.docLast printed 12/10/2003 2:39 PM YAKIMA COUNTY DEVELOPMENT ASSOCIATION PUBLIC SECTOR SERVICE CONTRACT FOR 2004-2008 Page 5 of 7 shall not be affected, and the parties' rights and obligations shall be construed and enforced as if the Contract did not contain the particular provision held to be invalid. b. If any provision of this Contract is in direct conflict with any statutory provision of the State of Washington, that provision which may conflict shall be deemed inoperative and null and void insofar as it may conflict and shall be deemed modified to conform to such statutory provision. c. Should the City determine that the severed portions substantially alter this Contract so that the original intent and purpose of the Agreement no longer exists, the City may, in its sole discretion, terminate this Contract. 16. Waiver of Breach. A waiver by either party hereto of a breach of the other party hereto of any covenant or condition of this Contract shall not impair the right of the party not in default to avail itself of any subsequent breach thereof. Leniency, delay or failure of either party to insist upon strict performance of any agreement, covenant or condition of this Contract, or to exercise any right herein given in any one or more instances, shall not be construed as a waiver or relinquishment of any such agreement, covenant, condition or right. 17. Termination of Contract. This Contract may be terminated with or without cause at any time by either party's providing the other party with thirty (30) calendar days' written notice of the termination. In the event of termination, the amount of compensation shall be prorated monthly to the nearest full month of service. 18. Notices. Unless stated otherwise herein, all notices and demands shall be in writing and sent or hand delivered to the parties to their addresses as follows: TO CITY: Bill Cook, Director Dept. of Community & Economic Development 129 North Second Street Yakima, WA 98901 TO YCDA: Chief Executive Officer Yakima County Development Association Yakima, WA or to such other addresses as the parties may hereafter designate in writing. Notices and/or demands shall be sent by registered or certified mail, postage prepaid, or hand delivered. Such notices shall be deemed effective when mailed or hand delivered at the addresses specified above. C. Documents and Settings\jaringto\Local Settings\Temporary Internet Files\OLK7\ced-ycda contract.docLast printed 12/10/2003 2:39 PM YAKIMA COUNTY DEVELOPMENT ASSOCIATION PUBLIC SECTOR SERVICE CONTRACT FOR 2004-2008 Page 6 of 7 19. Drafting of Agreement. Both YCDA and the City have participated in the drafting of this Contract. As such, it is agreed by the parties that the general contract rule of law that ambiguities in the contract language shall be construed against the drafter of a contract shall have no application to any legal proceeding, arbitrationand/or action in which this Contract and its terms and conditions are being interpreted and/or enforced. 20. Integration. This written document constitutes the entire agreement between the City and YCDA. There are no other oral or written agreements between the parties as to the subjects covered herein. No changes or additions to this Contract shall be valid or binding upon either party unless such change or addition be in writing and executed by both parties. 21. Governing Law. This Contract shall be governed by and construed in accordance with the laws of the State of Washington. 22. Venue. The venue for any action to enforce or interpret this Contract shall lie in the Superior Court of Washington for Yakima County, Washington. CITY OF YAKIMA Signature Richard A. Zai.s Name City Manager Title I--rs-o3 Date ATTEST a ttsz. ,, City Clerk Contract No. 2003-103 Resolution No. R-2003-1.55 YAKIMA COUNTY DEVELOPMENT ASSOCIATION Signature . ' M Name 2fe ; d 7 - Title Date ;7271)4 APPROVED AS TO FORM C:\Documents and Settings \ jaringto \ Local Settings\Temporary Internet Files \ OLK7 \ ced-ycda contract.docLast printed 12/10/2003 2:39 PM YAKIMA COUNTY DEVELOPMENT ASSOCIATION PUBLIC SECTOR SERVICE CONTRACT FOR 2004-2008 Page 7 of 7 BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No For Meeting Of December 16, 2003 ITEM TITLE. Authorization to contract with the Yakima County Development Association for Professional Services SUBMITTED BY: lam Cook, Director, Department of Community and Economic Development CONTACT PERSON/TELEPHONE: William Cook, 575-6113 SUMMARY EXPLANATION: The City Council budgeted $19,913 for a professional service contract with Yakima County Development Association (YCDA) during the 2004 budget cycle. As in the past, YCDA will continue to provide expertise in community economic development. YCDA will market and promote the City for prospective new non -retail development. The contract period is for January 1, 2004 through December 31, 2008, provided the contract is renewed and compensation for services is authorized in the City's yearly budget. YCDA will provide quarterly written reports describing its accomplishments under the scope of the contract. Traditionally this agreement has been a four-year contract, however, at the request of YCDA it has been modified to a five-year contract to align with funding cycles from other participating municipalities. Please note that this contract is contingent upon Council's approval of funding through the annual budget process and that the City reserves the right to terminate this contract at any time with or without cause. Resolution_ X_ Ordinance Other (Specify) Contract Mail to (name and address): Phone: Funding Source_ _Intergovernmen(095) APPROVED FOR SUBM1'1"1 AL: ��• "`—� City Manager STAFF RECOMMENDATION: Adopt resolution BOARD/COMMISSION RECOMMENDATION: COUNCIL ACTION: Resolution adopted. RESOLUTION NO. R-2003-155