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HomeMy WebLinkAbout1984-06-11 84-234 ORDER84-234 Introduced by Councilor eraekel, aurae 11, 1984 w CITY OF BANGOR (TITLE,) (Prbgr. Authorizing E tion o£ Agreement with _. f.........1111 1111... .. ... the National Development Council .............. .......... _. _. _.. .......... I.. 1111.. ................. By the City CovasU of He City of Banpor: ORDERED, THAT WHEREAS, it is n the best interest of the City of Bangor to stabilize and improvethe economic vitality of downtown Bangor by fostering the disposition of publicly owned development parcels for approved uses and the encouragement of private investment in the downtown area; and WHEREAS, the achievement of such goals can be facilitated by continuing the engagement of the s of the National Develop- ment Council to provide assistance in connection with the implementation of: (1) the City of Bangor Community Development Downtown Revitaliza- tion Program, (2) facade rehabilitation program, and (3) a downtown management organization; and WHEREAS,- as a demonstration of private interest and support, the private sector has made commitments to fund one quarter of the Cost of said services: , NOW, THEREFORE, BE IT ORDERED BY THE CITY COUNCIL OF THE CITY OF BANGOR THAT the City -Manager is hereby authorized, on behalf of the City of Bangor, to execute the "Consulting Agreement Between The City of Bangor, Maine, The Bangor Center Development Corporation, and The National Development Council", a copy of which is on file in the Office of the City Clerk. Provided, however, that said author- ization isconditionedupon the receipt by the City of Bangor of Three Thousand Dollars ($3,000) in private donations prior to the execution of said Agreement and an additional Three Thousand Dollars ($3,000) in private donations within each of three successive three - (3) month periods from the effective date of said Agreement. 1n the ant that the City of Bangor does not receive the donations within said periods, the City Manager is hereby authorized and directed to terminate said Agreement. In City Council June 11,19� Amended and Passed aaerdetl in let paragraph page 7 last sentence of contract delete the words Thirty Six Tbousaz Dollars and add the words Forty Eight Thousand a4-234 oRIIR Title, Authorising Execution of a Agreement with the ...................................... National Development Council Introduced and filed by - 6owncilman rz.. BE IT FURTHER ORDERED BY THE CITY COUNCIL OF THE CITY OF BANGOR THAT the City Manager is hereby authorized, on behalf of the City of Bangor, to accept private donations and deposit the same in the Reserve For Downtown Development Account (Account No. 92-2239). BE IT FURTHER ORDERED BY THE CITY COUNCIL OF THE CITY OF BANGOR THAT the City Manager is hereby authorized to expend a sum not to exceed Forty -Eight Thousand Dollars ($48,000) from said Reserve Account for payment for services rendered by the National Development Council pursuant to the terms of the Agreement. 04-234 CONSULTING AGREEMENT BETWEEN THE CITY OF BANGOR, MAINE TWO BANGOR CENTER DEVELOPMENT CORPORATION AND THE NATIONAL DEVELOPMENT COUNCIL THIS CONSULTING AGREEMENT ("Agreement") is made as of 1984, between the CITY OF BANGOR, MAINE ("City") and. the BANGOR CENTER DEVELOPMENT CORPORATION ("BCDC")., (City and BCDC herein together referred to as "C1enN'1', and the NATIONAL DEVELOPMENT COUNCIL, having its principal office at 1025 Connecticut Avenue, N.W., Suite 404, Washington, D. c. 20036 ("NDC"). I. PRELIMINARY STATEMENT The City and BCDC desire to engage NEC to render certain technical assistance in connection with implementing the CITY OF :BANGOR CONNUNITY DEVELOPMENT DOWNTOWN REVITALIZATION PROGRAM adopted by the city Council of the City of Bangor on October 13, 1982 t0 include (1) project financing, (2) a facade rehabilitation program, and (3) a downtown management organization. NDC is willing to render such assistance upon the terms and conditions set forth in this Agreement. II. AGREEMENT OF THE PARTIES Based on the above recited statement and in consideration of the mutual understandings and agreements as hereinafter set forth, the parties contractually agree to be bound in accordance with the following items. III. SCOPE OF SERVICES 1. Financing/Development a. NDC will expand the business downtown developmental effort by identifying and packaging financing for small, medium-sized, and large investment projects throughout the city. NBC will assist in aggressive marketing of available below market rate financing, tax incentives, and technical assistance, along with skillful "packaging" of available private financing to induce the expansion of businesses, rehabilitation of properties, and recruitment of new businesses. ADC's emphasis will be on assistance to existing merchants and property owners and with priority projects in the City such as the Freese building, the Arcade Block, the Sears building, the Sunbury Mall, the urban renewal parcels and others. b. NBC will provide assistance to local staff, businesses and developers in the Bangor community for downtown revitalization projects that can be assisted using both private financing and government programs such as WAG. CDBG interim financing, COW subordinate financing, 503 or other SBA financing, tax exempt R] financing, tax shelter syndications, and other sources of capital. In addition, NDC will offer assistance on HERB, CDBG, tax shelter syndication ..and/or other financing assistance on "People Generating Projects" to be planned and implemented in downtown Bangor. E. Client's representatives will be eligible for a reduced rate at NEC's economic development financing training programs including four 5 -day sessions on Introduction to Economic Development Financing, Business Credit Analysis, Real Estate Financing, and Advanced Deal Structuring and include 3 -day sessions on commercial revitalization and the SBA Section 503 program. d. NDC representatives will make regular visits to Bangor for assistance with projects and will be available as needed to provide assistance in the Maine, New Hampshire, Boston, and Washington offices of the relevant federal agencies. e. NEC will coordinate with Client's representatives, including the BCOC Finance Committee, city staff, the Eastern Maine Development Corporation and others between visits by mail and telephone to assure timely assistance to projects as needed. I. MDC representatives will assist Bangor staff in the aggressive marketing of available financing incentives throughout the Bangor community including, meetings with bankers, brokers, lawyers, accountants, Is realtors, government officials, and others to explain the available programs and encourage invest- ment projects. g. MC will assist the city in obtaining revenues from special projects including WAG tees and repayments, CDBG program income, and other sources. I£ requested, it would be a goal of the technical assistance program to assist the City with a CDBG interim loan program to provide program income to the City in an amount equal to or inexcess of the cost of the Agreement. 2. Facade Rehabilitation Program [PDC will assist Client in the implementation of a facade rehabilitation program for the Downtown Revitalization Project Area including: a. implementation of the Bangor Center Revitalization Area Ordinance; b. implementation of a facade rehabilitation financial assistance program; C. provision of recommendations on architectural assistance and financing assistance to merchants and property owners, d, implementation of a public information effort. NBC will meet with property owners and other businesses to explain the facade rehabilitation program; and e. implementation of a design review and enforcement process, building inspection procedures, building cost estimate procedures, architectural and 5 financial assistance program, and other aspects of the facade rehabilitation program. 3. Downtown Management NDC will assist in the planning and implementation of an independently funded downtown management organization to include: a. NDC will provide background information on other management organizations funded by assessment districts including Lewiston and/or others in New England such as Burlington, Vermont; Syracuse, New York; etc., with summary descriptions, type of organization, local ordinances, budget, staffing, and other information. b. NDC will coordinate with the City, BCDC, Chamber - representatives and others involved with the Bangor Center project. Also, NDC will meet individually with the financial institutions and other larger property owners, City Council members and others to explain downtown management needs and the merits of special assessment districts. C. NDC will prepare summary materials about downtown assessment districts including projected budgets at several potential annual funding levels - showing revenues on a monthly and annual basis for selected typical downtown buildings and potential budget out- lays for staff, promotion, business development, etc. d. NDC will assist in preparing a management program for the first year of operation including special events, promotions, business development, special management, etc 4, Goals a. Financing/Development - The goals under Section III.l. above are the successful completion of 3 to 4 medium to large sized projects and 5 to 6 smaller facade rehabilitation projects. b. Facade Rehabilitation Program - The goals under Section III.2. above are considerable understanding and acceptance of the facade ordinance by those affected in the Downtown Revitalization Project Area and acceleration of compliance with the facade rehabilitation effort. C. Downtown Management - The goals under Section I1I.3. .above are the completion of a downtown management organization with a consensus developed amongst the property owners, legislation approval, funding provided, and a downtown management program underway. IV. DEC WORK TEAM The services provided under the terms of this Agreement will be performed by members of the professional staff of MDC. John Sower, NDC Senior Director, will be responsible for the services to be pro- vided with support and assistance from other members of the NDC staff specializing in organizing, project financing, commercial revitalization, public relations, promotion, federal coordination and program research to include Ralph Bodies, NDC's Maine Director, who would have day-to- day responsibility for the financing of development projects. NDC's other professional staff from the Boston and other offices would be involved in specialty areas as needed. 7 V. 'CCOPENSATION As compensation for the services to be performed by NDC hereunder, the Client will pay to NDC the amount of Four Thousand ' Dollars ($4,000) per month in a formula of 25% ($12;000) from the Bangor Center Development Corporation and 75% ($86,000) from the City of Bangor which shall constitute full and complete compensation. Such sum will be paid subject to receipt by the Client of a requisition for payment from NDC specifying that NDC has performed the work under this Agreement in conformance with the Agreement, and that NDC is entitled t0 the amount requisitioned under the terms of this Agree- ment. It is expressly agreed and understood that in no event will the total compensation to NDC hereunder exceed the maximum sun of 'Forty-Ei0hf;Thousand Dollars ($48'000) for all of the services provided. VI. TIME OF PERFORMANCE Performance of the services described herein shall commence as of the date of full execution and delivery by the parties of this Agreement and shall continue for the following twelve (12) months (herein "Term"). This Agreement may be terminated by any party for any reason, upon written notice to the other parties hereto, effective upon receipt unless otherwise specified. In the event of an early termination, Client shall pay NDC for those sums due, on a pro rata basis, through the date of termination. VII. INDEMNIFICATION NDC shall indemnify and hold the Clients and their designated representatives and employees harmless from and against all costs, 'fees, expenses (including reasonable attorneys' fees and expenses), U obligations, damages, liabilities, claims, judgments and the like arising out of the performance of the services contemplated hereunder, other than in regard to NDC's professional judgments, analyses and reports and except to the extent any of the foregoing arises out of (i) an act or omission policy solely of the Clients or their designated representatives or employees, (ii) an error in any information, data, records, materials or similar items provided to NDC which is not apparent in the exercise of reasonable judgment and review, or (iii) an error in any public records obtained and relied on by.MC which is not apparent in the exercise of reasonable judgment and review. VIII. NON-DISCRIMINATION NDC shall not discriminate against any person employed in the performance of the services herein contemplated, or against any applicant for such employment or in the manner in which the services herein set forth are accomplished, because of race, religion, color, sex, physical handicap, age or national origin. NDC shall insert a similar non-discrimination provision in any agreement entered into by it in connection with this Agreement. NDC further agrees to comply with any and all equal employment opportunity and non-discrim- ination or similar type laws, rules and regulations as in the Context of this Agreement shall he applicable and may, during the Term of this Agreement, be binding on Client. IX. CONFIDENTIALITY Except as is necessary for the staff of NDC to perform the services contemplated herein, all reports and recommendations prepared hereunder and all information, data, records, materials and similar W items provided to or obtained by NDC, other than matters of public record, shall remain confidential and shall not be transmitted to any person or entity other than the Client and its designated representatives and agents. Upon such transmittal, NDC. shall have no further responsibility or liability in respect to the dissemination of the foregoing by Client and its agents and representatives, but shall itself remain bound by this provision. X. CONFLICT OF INTEREST if any work or services currently being performed by NBC on other projects, or any work or services to be performed by NBC on future projects, conflicts, directly or indirectly, with any pro- vision of this Agreement, NDC shall notify the Client of such conflict immediately upon obtaining knowledge thereof. NBC shall not be precluded from entering into independent consulting contracts with third parties relative to redevelopment activities within downtown Bangor provided that said contracts or the services to be provided thereunder are not in conflict with the provisions of services by NDC to the Client under the terms of this Agreement. NBC shall give Client written notice of said contracts. XI. NOTICES Any notice which either party desires or is required to give to the other in connection with this Agreement shall be in writing and shall be sent postage prepaid, certified mail, return receipt requested, as follows: If to Client: If to NDC: Sohn W. Flynn, City Manager City Hall 73 Harlow Street Bangor, Maine 04401 Douglas H. Drown, President Bangor Center Development Corporation c/o Merle F. Goff The Bangor Center Project 117 Broadway Bangor, Maine 04401 The National Development Council 1025 Connecticut Avenue, N.W. Suite 404 Washington, D. C. 20036 Attn: Sohn Sower, Director W8 XII. MERGER, AMENDMENT AND ASSIGNABILITY This Agreement represents the entire agreement of the parties and supersedes all prior negotiations, representations or agreements, written or oral, all of which are deemed merged herein. This Agreement may not be amended except in writing signed by the Client and DEC. This Agreement may not be -assigned by either party without the prior written consent of the other party. 11 %III. GOVERNING LAW This Agreement shall be construed in accordance with the Laws of the State of Maine. Any disputes arising out of or in the course of this Agreement which are not resolved by mutual agreement of the parties hereto shall be resolved by litigation in the Maine Superior Court for Penobscot County. IN WITNESS WHEREOF, this Agreement has been executed and delivered as of the day and year first above written. WITNESS THE CITY OF BANGOR, MAINE BY City Manager WITNESS: THE BANGOR CENTER DEVELOPMENT CORPORATION By President ATTEST: PER NATIONAL DEVELOPMENT COUNCIL By