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R-11-08-11-8D4 - 8/11/2011RESOLUTION NO. R -11-08-11-8D4 WHEREAS, §380.001 Texas Local Government Code provides that a municipality may establish a program to promote local economic development and to stimulate business and commercial activity in the municipality; and WHEREAS, §380.001 also provides that the municipality may administer such program by the use of municipal personnel and may contract with another entity for the administration of a program; and WHEREAS, the City of Round Rock ("City") and the Round Rock Chamber of Commerce ("Chamber") have developed a program to promote economic development and to stimulate business and commercial activity in the City; and WHEREAS, the City and the Chamber further wish to enter into an agreement for the joint administration and funding of said program, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City an Administration and Funding Agreement for the City of Round Rock Economic Development Program with the Chamber, a copy of said agreement being attached hereto as Exhibit "A" and incorporated herein for all purposes. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. O:\wdox\SCCInts\0112\1104\MUNICIPAL\00229202.DOC/rmc RESOLVED this 1 l th day of August, 2011. (Ifni ALAN MCGRAW, Mayor City of Round Rock, Texas ATTEST: SARA L. WHITE, City Secretary ROUND ROCK, TEXAS PURPOSE. PASSION. PROSPERITY, Agenda Item No. 8D4. City Council Agenda Summary Sheet Agenda Caption: Consider a resolution approving an Administration and Funding Agreement for the City of Round Rock Economic Development Program with the Round Rock Chamber of Commerce. Meeting Date: August 11, 2011 Department: Administration Staff Person making presentation: Steve Norwood City Manager Item Summary: On September 23, 2010 the City and the Round Rock Chamber of Commerce executed an agreement to expire September 30, 2011. This new agreement extends the term of the agreement to September 30, 2012. Included in this new agreement is an added section — 2.01.1 regarding accountability by the Chamber as well as a change in Article III regarding funding and the way in which the City will pay the allotted $450,000 to the Chamber. Some other minor changes are being made to the members of the Economic Development Program Oversight Committee. Strategic Plan Relevance: Cost: Source of Funds: N/A N/A Date of Public Hearing (if required): N/A Recommended Action: Approval EXECUTED DOCUMENTS FOLLOW ADMINISTRATION AND FUNDING AGREEMENT FOR THE CITY OF ROUND ROCK ECONOMIC DEVELOPMENT PROGRAM by and between THE CITY OF ROUND ROCK, TEXAS and THE ROUND ROCK CHAMBER OF COMMERCE Dated: August 11, 2011 1 ADMINISTRATION AND FUNDING AGREEMENT FOR THE CITY OF ROUND ROCK ECONOMIC DEVELOPMENT PROGRAM This Agreement for the City of Round Rock Economic Development Program (the "Agreement") is made and entered into as of August 11, 2011 by and between the City of Round Rock (the "City"), a Texas home rule municipal corporation, and the Round Rock Chamber of Commerce (the "Chamber"), a corporation organized and existing under the laws of the State of Texas. WITNESSETH: WHEREAS, §380.001 of the Texas Local Government Code provides that the governing body of a municipality may establish and provide for the administration of one or more programs to promote state or local economic development and to stimulate business and commercial activity in the municipality; and WHEREAS, said §380.001 also provides that the governing body may administer such programs by the use of municipal personnel and may contract with another entity for the administration of a program; and WHEREAS, the City and the Chamber wish to jointly develop a program to promote economic development and to stimulate business and commercial activity in the City of Round Rock; NOW, THEREFORE, premises considered, the City and the Chamber agree to enter into this Agreement as follows: ARTICLE I ECONOMIC DEVELOPMENT PROGRAM Section 1.01. Economic Development Program. The City and the Chamber agree to work together to develop an economic development program (the "Program") to promote economic development and to stimulate business and commercial activity in the City of Round Rock. The City and Chamber anticipate that the Program will include elements for (1) existing business retention and expansion, (2) recruitment of new business, (3) small business development, (4) planning for the expansion of necessary infrastructure, and (5) the development of appropriate criteria for government incentives. ARTICLE II ADMINISTRATION Section 2.01. Chamber's Administration Responsibilities. qualified and competent staff for the promotion of economic business and industry to the City. The Chamber agrees 2 The Chamber agrees to provide a development and the attraction of to provide the management and administrative services necessary to operate the Chamber and to implement the Program. With respect to the retention and expansion of existing businesses, the Chamber agrees that its efforts will include the following: a) systematic visitation program; b) the support of small business; c) programs that promote business among local industry; and d) general support of existing Chamber members. With respect to recruitment of new business, the Chamber agrees that its efforts will include the following: a) the development of prospects; b) organizing and conducting recruitment trips and trade shows; c) the gathering and dissemination of information regarding available buildings and development sites; d) marketing and advertising; and e) maintaining adequate and pertinent community data such as demographics and economic information that supports the Program. 2.01.1 The Chamber is accountable for the delivery and reporting the progress of the program to the City and the Advisory Committee. The following reports will be delivered and reviewed according to the following schedule: a) Summary of the Economic Development Program plans for the upcoming plan year will be reviewed in October. b) Each month the activities of the existing business visitation program will be reviewed at the EDAC meeting. c) Each month the specifics of activities, along with metrics, related to Business Retention, Expansion, and Recruitment of New Business, will be presented to the EDAC. d) Summary of opportunities and proposals made each month will be presented to the EDAC and quarterly to the City Council. e) Opportunities and their disposition will be sent as they occur with the permanent members of the EDAC. f) The Chamber will survey a sample of existing businesses related to their issues and satisfaction with the support of the City and Chamber as it relates to the success of their business. These results will be summarized and shared with the City Manager, Chamber CEO, and/or their delegates on a quarterly basis. g) The Chamber will periodically arrange for tours and meetings with Round Rock businesses to include the City Manager, Mayor, City Council, and Advisory Committee members. The specifics and number of invitees will be on a case by case basis dependent upon the circumstances as determined by the Chamber staff. Section 2.02. City's Administration Responsibilities. The City agrees to provide qualified and competent staff assigned to the promotion of economic development and the attraction of business and industry to the City. The City agrees to provide the management and administrative services 3 necessary to implement the Program. The City agrees to continue its efforts to provide for the planning and construction of expansions and upgrades to the infrastructure necessary for the Program, including roads, water and wastewater, and related infrastructure needs. The City agrees to supply general support to the Chamber fulfilling its responsibilities as set forth in Sec. 2.01 above. Section 2.03 Joint Chamber and City Responsibilities. The Chamber and the City agree that from time to time it will be necessary for both parties to work closely together on special projects. An example of a previous special project is the Higher Education Center ("HEC"). Because each special project will have unique needs, the parties agree that the division of responsibilities will be determined and agreed upon on a case-by-case basis. ARTICLE III FUNDING Section 3.01 Fees. For the services provided by the Chamber in the administration and execution of the Economic Development Program, the City agrees to fund the Chamber $450,000 annually paid in twelve equal payments throughout the fiscal year. The Chamber will provide an invoice to the City by the first of each month. Section 3.02 Private Sector Funding. The Chamber agrees to conduct a periodic campaign to seek private sector funding for the purpose of supplementing the funds provided by the City of Round Rock. This program shall be known as Momentum and contributions will be restricted in use for the sole purpose of fulfilling the goals outlined in Section 2. Section 3.03 Economic Development Opportunity Fund. The Chamber will maintain a reserve fund that provides for operating reserves and an Economic Development Opportunity Fund made up of unused funds from both the City and the private sector contributions from Momentum. Section 3.04 Financial Reporting. Each month the Chamber will report a summary of Program revenue and expenses year to date to the Economic Development Advisory Committee. Each quarter the Chamber will report the restricted fund balance in the Economic Development Opportunity Fund of which can be used under the recommendations of the EDAC and approved by the Chamber Board of Directors for the restricted use of Economic Development. Section 3.05. Annual Audit. No later than six months following the end of the Chamber's fiscal year, the Chamber agrees to provide to the City a copy of its annual audit which shall include the Program funds and expenditures. The annual audit shall be prepared by an independent public accountant in accordance with generally accepted accounting standards. The Chamber agrees to permit the audit of these funds and expenditures by the City or its designated auditor. ARTICLE IV ECONOMIC DEVELOPMENT PROGRAM OVERSIGHT COMMITTEE 4.01. Purpose. The City and the Chamber hereby agree that it is in the best interest of each of them to create a committee for the purpose of providing ongoing and permanent oversight to ensure that 4 the goals and objectives of the Program are being met and that taxpayer dollars are being spent in an efficient and cost effective manner. 4.02. Creation. The City and the Chamber hereby agree to create such committee to be called the Economic Development Program Advisory Committee (the "Committee"). 4.03 Membership and Organization. (a) Permanent Members. The Committee shall have eight (8) Permanent Members. The City will have four (4) Permanent Members composed of the Mayor, the Mayor APro-Tem„ the City Manager and a member of city staff designated by the City Manager. The Chamber will have four (4) Permanent Members composed of the Chairperson of the Chamber Board, the immediate Past -Chair of the Board, the Chamber President and the Momentum Chair. (b) Non -Permanent Members. The Committee may have four (4) Non -permanent Members. These members shall be appointed by the Permanent Members. Three (3) at large positions and one (1) representing the small business community. Small business is defined as any business with 25 or less employees. (c) Investor Members. In addition to the aforesaid Permanent and Non -permanent Members, there may be an undetermined number of Investor Members representing the highest level investment group of Momentum. Each such individual or entity may name one senior level representative to be an Investor Member by submitting their name in writing to the Chairperson of the Committee. Investor Members shall be entitled to vote on matter brought before the Committee. (d) Qualifications. In addition to the above qualifications, all Non -permanent Members and Investor Members are required to be members in good standing of Momentum and either be residents of or employed within the City's corporate limits or its extraterritorial jurisdiction. The Non -Permanent and Investor Members shall have an interest in the Chamber and in the economic development of the City. These members are also expected to exhibit a high level of attendance, a willingness to contribute to the discussion of important issues, that ability to help raise funds for the program, and the knowledge and opinions of a community leader. (e) Terms for Non -permanent Members and Investor Members. The Committee will have four (4) Non -permanent Members. These members shall be appointed by the Permanent Members. Three (3) at large positions and one (1) representing the small business community. Small business is defined as any business with 25 or less employees. (f) Officers. The Mayor shall be the chair and presiding officer of the Committee. The Chamber Chairperson shall be the vice -chair of the committee. Other officers and sub- committees shall be appointed at the discretion of the members of the Committee. 5 (g) Ex -officio Members. The Round Rock ISD and the County Commissioners Court may have one representative each to serve as non-voting members. (h) Removal. The permanent Members shall have a right to remove any Non -permanent Member, Investor Member, or Ex -officio Member for good cause. Good cause for removal shall include the unexcused failure to attend three (3) consecutive meetings of the Committee. The member subject to removal shall have the right to present evidence as to why he/she should not be removed. (i) Quorum. A majority of the Permanent and/or Non -permanent Members shall constitute a quorum for the consideration of matters pertaining to the purposes of the Committee. The affirmative votes of a majority of the voting members present shall constitute the act of the Committee. (j) Proxy Voting. Proxy voting by any Member shall not be permitted. 4.04. Duties. The purpose of the Committee is to provide for efficient, economical, and effective controls to ensure that the goals and objectives of the Program are being timely met. The duties of the Committee shall be strictly advisory in nature and it shall have no authority to obligate the City or the Chamber in any financial way nor shall the Committee have the authority to make expenditures of City or Chamber funds. The Committee shall be advisory only and specifically shall have no rule-making or quasi-judicial power. The Committee is not a department, agency or political subdivision of the City. In addition, responsibilities of the Committee shall include: a) Oversight of strategic plan and program activities, b) Planning and oversight of Momentum fundraising activities, c) Oversight of the Economic Opportunity Development Fund; and d) Maintaining confidentiality of projects. 4.05. Reporting. The committee shall make semi-annual reports to the City Council and the Chamber Board of the status of the goals and objectives of the Program, including the accomplishments since the last report, and describing ongoing efforts and future plans regarding the Program. 4.06. Rules of Procedure. All meetings of the Committee shall be conducted generally in accordance with Robert's Rules of Order, in its most current revised edition. ARTICLE V TERM Section 5.01. Term of Agreement. The term of this Agreement shall commence on October 1, 2011 and extend to September 30, 2012. Regardless of the foregoing, both parties anticipate this 6 Agreement to be a long term multi-year relationship between the City and the Chamber, subject to annual renewals thereof. Section 5.02. Termination or Cancellation. Except as provided below, this Agreement may only be cancelled or terminated upon mutual consent of the parties. Upon termination as provided herein, all obligations shall cease herein, and the City shall only provide funding for expenses actually expended or incurred up to the date of the termination; provided, however, that the City shall not have any obligations to fund such incurred expenses unless the City receives the benefit of such expenses. Any and all funds paid to the Chamber in accordance with Article III of this Agreement, which are not used to pay actual expenses prior to the date of termination, shall be returned to the City. If either party defaults in the performance of this Agreement, or materially breaches any of its provisions, the defaulting party shall have thirty (30) days after delivery to it of written notice of such default within which to cure such default. If the defaulting party fails to cure its default within such period of time, then the non -defaulting party shall have the right without further notice to terminate this Agreement. ARTICLE VI MISCELLANEOUS PROVISIONS Section 6.01. Relationship of Parties. Nothing contained herein shall be deemed or construed to make the City the agent, servant, or employee of the Chamber, or to create any partnership, joint venture, or other association between the City and the Chamber. Alternatively, nothing contained herein shall be deemed or construed to make the Chamber the agent, servant, or employee of the City, or to create any partnership, joint venture, or other association between the Chamber and the City. Section 6.02. Amendment. This Agreement may not be altered, waived, amended or extended except by an instrument in writing approved by the Round Rock City Council and the Board of Directors of the Chamber. Section 6.03. Notice. Any notice required by this Agreement shall be sent to the following: To the City: City of Round Rock City Manager 221 E. Main St. Round Rock, Texas 78664 With copy to: Stephan L. Sheets City Attorney 309 E. Main St. Round Rock, Texas 78664 7 To the Chamber: Round Rock Chamber of Commerce President 212 E. Main St. Round Rock, Texas 78664 With copy to: Round Rock Chamber of Commerce Chair 212 E. Main St. Round Rock, Texas 78664 Section 6.04. Applicable Law. This Agreement shall be governed exclusively by the provisions hereof and by the applicable laws of the State of Texas. Venue for any proceeding to enforce this Agreement shall be in Williamson County, Texas. Section 6.05. Successors and Assigns. The terms and provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. Section 6.06. Non -Appropriation. The obligation of the City for payment and any other monetary obligations under this Agreement are each subject to an appropriation and, accordingly, (a) shall constitute a current expense of the City in the fiscal year to which an obligation applies and (b) shall not constitute an indebtedness of the City within the meaning of any applicable governmental rule. Nothing herein shall constitute a pledge by the City of any funds, other than funds designated pursuant to lawful appropriations from time to time to pay any money or satisfy any other monetary obligation under any provision of this Agreement. IN WITNESS WHEREOF, this Agreement is entered into and effective as of the !-'jday of August 2011. City of By: Attest: _ Dock, Texas A an McGraw, Mayor . RathbE– Sara L. White, TRMC, City Secretary For 1 ' app�oved as to form: Steph. L. Sheets, City Attorney 8 Rou B Name & Title: