HomeMy WebLinkAbout2004-05-24 04-151 ORDERU
Item No a_04-151
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Item/Subject: ORDER Authorizing Execution ofCommatt with Bangor Center
Management Corporation
Responsible Department Community& Ecormmic Development
This Order authorizes the City Manager an execn[e a Contract withthe Bangor Cents
Management Corporation for the purpose of providing management services and administration of the
Development program for the Bangor Canter Development District for the period July 1, 2004 - June 30,
2005.
The proposed budget is $47,711. The Corporation did not request general fund support forthe
Upcoming fiscal year.
The proposed Contract would provide reimbursement to the City of up to $14,500 for out of
pocket expenses and personnel costs in administering the program and reimbursement to the City of up to
$8,827 for additional law enforcement services in the District (2 officers during the summer months and
in December).
Manager's Comments: 'p T fD µ� -0 _,.pa 0
D `Ti`� 7%,46.
City Manager
Associates Information:
Finance Director
Legal Approval:
Passage
_ First Residing Page _ of _
Referral
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Assigned to Cmmcilor Gteem May 24. 2004
4 CITY OF BANGOR
(MU.)Order, Audiorizing 8xecudon of Contract with Bangor Center
Management Corporation
Vy Me 6ty faunal afthe atyofSingw.
ORDERED,
THAT the City Manage is hersbyauthormed and directed, on behalfofthe City
of Bangor, to execute a cmtmcr, a copy ofwhioh is on file in the Office of the CityClerk, with
the BmgorCmtu Management Corporation forputpoaes ofprovidiug management services and
administration ofthe developmmtprogmm forthe Bmgor Centar Development Msmet for the
period July 1, 2004 - June 30, 2005.
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011-151
BANGOR CENTER MANAGEMENT CORPORATION SERVICES CONTRACT
AGREEMENT made and entered into the L*dayof�y�, 2004, az Burger, Maine,
by and between the CITY OF BANGOR a Maine municipality located in Penobscot County,
State of Maine (herein -tamed the "CITY'), and BANGOR CENTER MANAGEMENT
CORPORATION, of Bangor, Penobscot County, State of Maine, d/b/a Bangor Center
Corporation (herein termed the "CORPORATION").
WITNESSETH:
WHEREAS, the CORPORATION has expertise and experience is the business of
centralized management, marketing. and promotional events involving the Bangor Center
Development Dwftict; and
WHEREAS, the CITY wishes to secure the services of the CORPORATION in
connection with the CITY'S efforts m promote development of the Bangor Center Development
District (herein termN "BCDD"), as an active, vital multi -functional central business district;
and
WHEREAS, the CITY end the CORPORATION have agreed upon the terms, conditions
and compensation under and formed to which the CORPORATION will provide such services
as an independent contractor with the CITY, and do now desire and intend to set forth herein the
NII, sole and exclusive tames of their AGREEMENT,
NOW, THEREFORE, in consideration of the foregoing recitals, and of the payments to
be made hereunder by the CITY to the CORPORATION, and of the anderakings and
perfomeances m be made and performed hereunder by the CORPORATION, and for other
valuable considerations, the CITY and the CORPORATION do hereby covenant and agree as
follows:
1. SERVICES. The CORPORATION shall perform and render management,
promotional, marketing landscaping and supplemental law enforcement services to and for the
benefit of the CITY during the period of this AGREEMENT, as an independent connector with
the CITY, and for the sole and exclusive use and benefit of the C=, namely those services and
activities described in the Banner Center Development District Municipal Development
Program Plan and Budget Fiscal Year 2005 as adopted by the Bangor City Council by its
passage of Council Order 04-148 on May 24, 20114 and incorporated herein as Addendum A.
2. INDEPENDENT CONTRACTOR. In the rendering of the services provided
for above, the CORPORATION shall at all times act within the Limitations of this
AGREEMENT. It shall not hold itself out to be an agency or office of the CITY, and shall be at
all times an independent contractor with the CITY. It is understood and agreed that the
CORPORATION shall, during the teen ofthis AGREEMENT, and any extension thereof devote
a majority of its orae to providing such services as provided for in this Agreement. Further, it is
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understood that the CORPORATION shall not undertake any additional consulting or advisory
services for my other client in any meaner in conflict with the purposes and objectives of this
AGREEMENT, or with the interests of the CITY, except with the express prior written consent
of the CITY. he the event the CORPORATION pursues other activities or enterprises not
contemplated hereunder within the Bangor Center Development District, such activities or
enterprises shall be authorized only if the CORPORATION fust makes suitable arrangements
with the MY by separate AGREENIENT or by amendment to this AGREEMENT.
3. FEES. The CORPORATION shall he compensated for all services In be
rendered hereunder on an annual basis of Forty Thousand Nine Hundred Sixty-one Dollars
(W,961) for the duration of this Agreement, to be paid as needed by the CORPORATION. It is
understood that the CORPORATION shall be solely and exclusively responsible for all expenses
incurred by it. It is further agreed that expertise, which are not directly related to the services to
be rendered hereunder, shall not be the responsibility of the CITY.
4. TERN . The term of this AGREEMENT shall commence on July 1, 2004 and
shall expire on June 30, 2005.
5. OPTION. The execution of this Agreement shall not be dcemed w constitute an
option to continue this AGREEMENT beyond its expiration date. Any extension or continuation
of this Agreement will be negotiable subject 0 re negotiation by either party. Any renewed of
[Itis Agreement by the CITY shall depend on the CITY OF BANGOR'S approved of the
performance of the CORPORATIONS work, the City Council's prior approval of an additional
appropnation for such work
6. TERMINATION BY CITY. This AGREEMENT may be terminated by the
CITY, upon thirty (30) days advance written notice 0 the CORPORATION, in the event that:
(a) The CORPORATION shall fail or refuse to perform the management'
marketing and promotional services provided for hereunder; provided,
however, that no such failure shall be declared by the CITY hereunder
without first giving the CORPORATION written notice of the specific
.... _ details and grounds of my such alleged failure, and a reasonable
opportunity to cure same, or
(b) In the event the CORPORATION shall engage in any activities or business
in conflict with the mention of the CITY arising out of the
CORPORATION'S obligations and undertakings hereunder; or
(c) In the event that the CORPORATION shall willfully disregard any express
written instruction, authorization or prohibition given to it by the CITY, or
shall be convicted of any crime.
Notwithstanding the above, the CORPORATION shall not be relieved of liability
to the CITY for damages sustained by the CITY by virtue of any breach of the AGREEMENT by
the CORPORATION, and the CITY may withhold my payment to the CORPORATION for the
purpose of setoff =fit such time as the exact amount of damages due the CITY from the
CORPOR, IION is determined.
7. TERMINATION BY CORPORATION. This AGREEMENT may be terminated
by the CORPORATION, upon the giving of thirty (30) days written notice, in the event that the
CITY, for any reason, shall fail to promptly meet any of its financial obligations to the
CORPORATION hereunder.
8. DELIVERY OF RECORDS. Upon the expiration of the term or any extension
thereof, or upon the termination of this AGREEMENT pursuant on either Paragraph 6 or 7 above,
the CORPORATION shall deliver to the CITY all of its files and other data, excepting only
personal correspondence files, relating many projects with respect to which it shall have been
involved hereunder, and shall not thereafter knowingly ufiliu any of men infomrmion or dam N
any marmer contrary to the interests of the CITY.
9. ASSIGNMENT. This AGREEMENT has been made and entered into by and
between the CITY and BANGOR CENTER MANAGEMENT CORPORATION. It is agreed
that this AGREEMENT may not be assigned to any third party without the prior expressed
written consent ofthe CTfY.
I& APPLICABLE LAW: CONTROL. This AGREEMENT has been made and
entered into and shall be construed under the Laws of &a State of Maine including the provisions
of Chapter 206, Municipal Development Districts, Title 30-A M.R.S.A. §§5221-5235. The
CORPORATION may at all times conclusively reply upon the authority of the person from time
to time designated as the City Manager with respect to all matters, instructions and authorizations
required bereunder.
IL NOTICES. Notices to the CITY provided far in this AGREEMENT shall be
sufficient if sent by registered or certified mail, return receipt requested, postage prepaid, to City
Manager, City of Bangor, City Hall, 73 Harlow Street, Bangor, Maine 04401; and entices to the
CORPORATION he be sent by registered or certified mail, mnrm receipt requested, postage
prepaid, to Bungor Center Management Corporation, do Community & Economic Development
Dept., 73 Harlow St., Bangor, Maine 04401; or to such other respective addresses as the pmties
may designate to each other in writing from time to time.
12. CHANGES. The CTfY may, from time to time, request changes in the scope of
their services of the CORPORATION to be performed hereunder. Such changes, including any
crease or decrease is the amount of the CORPORATIONS compensation, which are mutually
agreed upon by and between the CITY and the CORPORATION, shall be incorporated in written
amendments to this AGREEMENT.
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13. ANTI -KICKBACK RULES. Salaries of persons performing work under this
AGREEMENT shall be paid unconditionally and not less often than once a month without
deduction or rebate on any account except only such payroll deductions m are pemdhed by law.
The CORPORATION shall comply with all applicable "An&Kickback" laws and shall insert
appropriate provisions in all subcontracts covering work under this AGREEMENT to ensure
compliance by subcentmctors with such laws.
14. EOUAL EMPLOYMENT OPPORTUNITY. During the performance of this
AGREEMENT, the CORPORATION will not discriminate against my employee or applicant for
employment because of race, color, religion, sex, age, handicap, or national origin. The
CORPORATION will take affirmative action in =ore that applicants are employed, and that
employees we located during employment, without regard to their race, color, religion, sex, age,
handicap or =here] origin.
The CORPORATION will, in all solicitations or advertisements for employees
state that all qualified applicants will receive consideration for employment without regard to
men, color, religion, sex, age, handicap ornational origin.
15. COMPLIANCE WITH LOCAL LAWS. The CORPORATION shall comply
with all applicable laws, ordi=vices, and codes of the State and local governments, and shall
commit ao trespass on any public or private property in Performing any of the weak cmbmced by
Us AGREEMENT. The CORPORATION shall not engage in any activities, or expend any
funds provided by the CITY for activities not pemrited under the provisions of Title 30-A
M.R.SA. §§5221-5235.
16. SiIBCONTRACTING. The CORPORATION shall be fully responsible to the
CITY for the acts and omissions of its subcontractors, laid of persons either directly or indirectly
employed by the CORPORATION.
17, INTEREST OF MEMBER OF THE CITY. No member of the governing body of
the CITY, and no other public official, officer, employee, or agent of the CITY shall have any
personal interest, direct or indirect, in this AGREEMENT. _
19. INTEREST OF CORPORATION. The CORPORATION cave=ats that it
presently has no interest and shall not acquire any interest, direct or indirect, which would
conflict in any manner or degree with the performance of its services hereunder. The
CORPORATION further moven=ts that in the performance of [Iris AGREEMENT no person
having any such interest shall be employed.
19. ACCESS TO RECORDS. The ClW, or any of its duly authorized
representatives shall have access many books, domments, papem, and records of the
CORPORATION which the directly perpnent to this AGREEMENT for the purpose of making
audit examination, excerpts, and transcriptions. The CORPORATION shall preserve all such
records for a period of seven years. The CORPORATION shall maintain full and correct books
and records showing in detail its income and expenses; will permit the CITY and its
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representatives in examine said hooks and records and all supporting vouchers and data anytime,
and from time to time upon request by the CITY at the place in which such books and records are
customarily kept.
20. REPORTS. The CORPORATION shall prepare and deliver m We City Manager
of the City of Bangor for distribution to the City Council of the City of Bangor, semi-annual
reports describing the CORPORATION activities and progress in perfamdng the services and
activities described in the Bampor Center MvetWmMt District, Mumicilml Develot
Program Plan and Budget Fiscal Year 2005 as adopted by the Bangor City Council by its
Passage of Council Order 04-148 on May 24, 2004 aM incorporated herela as Addendum A.
IN WfITIBSS WBBREOF, the parties hereto have executed this AGREEMENT
at Bangor, Maine, on the day and year first above stated.
_�/J�/7 CITY/ OFF BANGOOR
,QJq
codas Edward A. Barrett
Its City Mamsger
// /l BANGOR CBNTER MANAGEMENT CORPORATION
!i! / By
Wrmess - Parke Clemons
Its President
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AddendumA
BANGOR CENTER
CORPORATION
Bangor Center Development District
Municipal Development Program Plan and Budget
Fiscal Year 2005
Bangor Center Corporation will use staff services available through the Department of
Community and Economic Development, and the Subcommittees for Marketing/Events,
Beautification, and Downtown Liaison to carry out its fiscal year 2005 work plan.
Revenues will be derived from the special assessment levied on property owners in the
Downtown Development District Those revenues, and the carry forward bank balance
from li cal year 2004, will be used to fund BCC's activities for the next fiscal year. Total
fonds estimated t be available for fiscal year 2005 we $4],]I L
Personnel. BCC will subsidize the cost of staff person from the Department of
Community and Economic Development . This coordinator will administer the
implementation of the adopted work plan.
Admk istradou and Insurance. BCC will reimburse the Department ofCourtroom ty and
Economic Development for postage, copies, and materials. It will also purchase
insurance at an approximate cost of $500.
Marketing and Events Program
BCC will continue to position downtown w the city's arts and cultural center and will
produce events and publicity and marketing materials that support that image.
Activities produced by BCC will include:
• Concerts
• Holiday lighting and lighting events
• Winter Weekend (in partnership with others)
• by Annual Downtown Studio Taw
• e Downtown Bangor Photo Show
Advertising will include:
• Bangor Chamber of Commence Visitors Guide
• Selecuve ads m promote Saturday parking in the garage
• Brochure distribution to morels and B&B's from
Augusta to Old Town and throughout mid -coast
Marketing materials will include:
• Rackbrochures
• Web site updated fralueatly
AddendumA
BANGOR CENTER
coarosnnoe
BCC will continue N pamawiN other organizations for the pmmotion and betterment
of downtown, and the committee will lake advantage ofother opportunities that become
available during Ne year. BCC will continue to encourage and participate in the
production of free seminars geared toward downtown businesses and building owners.
Downtown Liaison Program
BCC will continue N supplement the City of Bangor's Police Department budget with
funding to help support bicycle patrols and holiday season fact patrols. The Committee
will meet throughout the year with City department liaisons associated with public safety,
pedestrian, and vehicular issues, and with downtown stakeholders. The Committee will
also formally welcome new businesses that open downtown.
Beautification Program
BCC will partner with Bangor Public Works and Keep Bangor Beautiful to provide
Boweringplanters and Bowers for the parks during the growing season.
BCC will build on and coordinate the comprehensive street banner program.
BCC will promote and encourage activities that improve the appearance of downtown.
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BANGOR CENTER
coveosnnoN
Bangor Center Corporation
Addendum A
FY 2004 Budget FY 2005 Budget
Preliminary
Development District levy
40,581
40,961
Studio Tow Revenues
1,400
2,500
Photo Contest Entry Fees
500
250
Estimatel Carryover
157
4,000
Total available for spending
42,638
47,711
Personnel reimbursement w City of Bangor
12,000
12,000
Events (no of spmrsorships)
8,909
8,150
M keting(incl. Studio Tour and photo show)
7,729
12,351
Beautification
2,500
3,503
Security
9,000
8,827
Administration and insurance
2,500
2,500
To be allocated to programs as needed
380
Total spending plan
42,638
47,711