Loading...
HomeMy WebLinkAbout2005-05-23 05-174 ORDERCOUNCIL Item N Oo 5174 Date: May 23. 2005 Item/Subject ORDER Authorizing Execution of Contract with Bangor Center Management Corporation Responsible Department: Community & Economic Development This Order authorizes the City Manager to execute a Contract with the Bangor Center Management Corporation for the purpose of providing management services and administration of the Development Program for the Bangor Center Development Astrict for the period July 1, 2005 -June 30, 2006. The proposed budget is $58,814. The Corporation did not request genual fund support for the upcoming fiscal yem. The proposed Contract would provide reimbursement to the City of up to $14,500 fur out of pocket expenses and persormel costa in administering the program and reimbursement to the City of up M $12,000 for additional law enforcement services in the District (2 officers during We summer mon lu and in December). Manager's Comments: L Associated Information: /Deparlaler t Head Budget Approval: Finance Director Legal Approval: Solicitor Introdtmed for Passage _ Flrst Reading page _ of Referral Os M Assignedto Comcilor D•Eirics Day 26. 2005 CITY OF BANGOR CMLE.)Order, Authorizing Execution of Contract with Bangor Center Management Corporation By[he Gly trunci/Who 6ty of&argon ORDERED, THAT the City Manager is hereby authorized and directed, on behalf of the City ofl3angor, to execute a contract, a copyofwhich is on file in the Office ofthe City Clerk, with the Bangor Center Management Corporation for purposes of providingmanegement services and edminuhann of the development program for the Bangor Center Development District for the pend July 1, 2005 -Jose 30, 2006. IE CITT CDDneL. May 23. 2005 Passed A True Copy. Attest: "CISy CCS Itl CITY COUNCIL May 23, 2005 NOCiuo Made and Seconded for Passage P edon \ao� DEPUTY CITY' 6L - x 05-I]6 ORDER (TITLE,) Authorizing Execution of contract with Bangor -cancer management coryorat an Aeelgnedto _CCooQuncil'�or�.� Q." ✓I ' ✓ \ _ BANGOR CExFT`ER MANAGEM RP RATION SERVICES CT AGREEMENT made and entered into flivOLday o05, at Bangor, Maine, by and between the CITY OF BANGOR, a Maine municip my located in Penobscot County, State of Mame (herein tanned the "CITY', and BANGOR CENTER MANAGEMENT CORPORATION, of Bangor, Penobscot County, State of Maine, d/b/a Bangor Carrie Corporation (herein termed the "CORPORATION"). WITNESSETH: WHEREAS, the CORPORATION has expertise and experience in the business of centralised management, marketing and promotional events involving the Bangor Center Development District; and WHEREAS, the CITY wishes to secure the services of the CORPORATION in connection with the CITY'S efforts in promote development of the Bangor Center Development District (herein tamed "BCDD"), as an active, vital multi -functional central business diatric5 and WHEREAS, the CITY and the CORPORATION have agreed upon the terms, conditions and compensation under and pureuent to which the CORPORATION will provide such services as an independent contractor with the CITY, and do now desire and intend to ad forth herein the full, sole and exclusive teens of their AGREEMENT, NOW, THEREFORE, in consideration of the foregoing recitals, and of the payments in be made hereunder by the CITY in the CORPORATION, and of the undertakings and performances in 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, narketin& landscaping and supplemental law enforcement smites to and for the benefit of the CITY during the period of this AGREEMENT, as an independent contractor with the CITY, and for the sole and exclusive use and benefit of the CITY, namely those services and activities described in the Brant Center reveloquagarst Distria Mumomad Developers t Fireman Plan =it Budnet. Fiscal Year 2006 as adopted by the Bangor City Council by its passage of Council Order 05-171 on May 23, 2005 and incorporated heroin as Addendum A. 2. INDEPENDENT CONTRACTOR. In the rendering of the smites provided for above, the CORPORATION shall at all tures and within the limitations of this AGREEMENT. It shall not hold itself out to be an agency in 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 term ofthis AGREEMENT, and any extension thereof, devote a majority of its time to providing such services as provided for in this Agreement. Further, it is 0551]6 understood that the CORPORATION shall not undertake any additional consulting or advisory services for any other client in any manner 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 Cr". In 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 first makes suitable arrangements with the CITY by separate AGREEMENT in by amendment in this AGREEMENT. 3. FEES. The CORPORATION shall be comperuated for all services to be rendered hereunder on an annual basis of Forty-six Thousand Three Hundred Fourteen Dollars ($46,314) 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 inc mod by it It is further agreed that expenses, which are not directly related to the services to be rendered hereunder, shall not be the responsibility of the CITY. 4. TERM. The tern of this AGREEMENT shall commence on July 1, 2005 and shall expire on June 30, 2006. 5.PTF . The excitation of this Agreement shall not be deemed to consritme an option m continue this AGREEMENT beyond its expiration date. Any extension or continuation of this Agreement will be negotiable subject to re-negotiatica by either party. Any renewal of this Agreement by the C117Y shall depend on the CITY OF BANGOR'S approval of the performance of the CORPORATION'S work, the City Council's prig approval of an additional appropriation for such work. 6. TERMVATION BY CITY. This AGREEMENT may be terminated by the CffY, upon thirty(30) days advance written notice in the CORPORATION, in the everc that (a) the CORPORATION shall fail or refuse to perforin the management, marketing and promotional services provided for hereunder; provided, however, that an such failure shall be declared by the CITY hereunder without fust giving the CORPORATION written notice of the specific details suit grounds of my such alleged failure, and a reasonable oppoarmay in more same; or (b) In the event the CORPORATION shall engage in my activities or business in conflict with the interests of the CITY arising out of the CORPORATIONS obligations and undertakings hereunder; or (c) to the event this the CORPORATION shall willfully disregrad airy express written instruction, authorization or prohibition given to it by the CITY, or shall be convicted of any crime. a5-174 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 any payment in the CORPORATION for the purpose of setoff until such time as the exact amount of damages due the CITY from the CORPORATION is determined. 7. TERMINATION BY CORPORATION. This AGREEMENT may be amounted by the CORPORATION, upon the giving of thirty (30) days written notice, N the event that the CITY, for any reason, shall fail to promptly mat any of its financial obligations to the CORPORATION hereunder. 8. DE BRY OF RECORDS. Upon the expiration of the term or any extension thereof, or upon Ne termination of this AGREEMENT pursuant w 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 0 any penes with respect to which it shall have been involved hereunder, and shall not thereafter knowingly utilize any of such information or data in any roamer contrary to the interests of (be CITY. 9. ASSIGNMENT. This AGREEMENT has been made and entered into by and between the CITY and BANGOR CENTER MANAGEMENT CORPORATION. It G agreed that this AGREEMENT may not be assigned to any third party without the prior expressed written consent efNe CITY. 10. APPLICABLE LAW: CONTROL. This AGREEMENT has been made and moved into and shall be construed under the Laws of the Stow 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 cmcluaively 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 hereunder. 11. NOTICES . Notices to Ne CITY provided for m 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 Burger, Maine 04401; and comes to the CORPORATION in be sent by registered or certified mail, return receipt requested, postage prepaid, to Bangor Center Management Corporation, do Community & Economic Development Depa, 73 Harlow St., Bangor, Maine 04401; or to such other respective addresses as the parties may desigmte in each other in writing from time to time. 12. CHANGES. The CITY may, from time to time, request changes in the scope of their services of the CORPORATION to be performed hereunder. Such changes, including my increase or decrease in the amount of the CORPORATION'S compensation, which are annually agreed upon by and between the CITY and the CORPORATION, shall be incorporated in written amendments to this AGREEMENT. Os174 13. ANTI -KICKBACK RALES. Salaries of persons performing work under this AGREEMENT shall be paid unconditionally and not less often Nan once a month without deduction or rebate on any account except only such payroll deductions as are permitted by law. The CORPORAMN shall comply with all applicable "Anti -Kickback" laws and shall insert appropriate provisions in all subcontracts covering work under this AGREEMENT to ensure compliance by subcontractors with such laws. 14. EQUAL EMPLOYMENT OPPORTUNITY. During the performance of this AGREEMENT, the CORPORATION will not discriminate against any employee or applicant for employment because of race, color, religml sex, age, handicap, or national origin. The CORPORATION will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, age, handicap or national origin. The CORPORATION will, in all solicitations or edvertisernevts for employees state that all qualified applicants will receive consideration for employment without regard to race, enter, religion, sex, age, handicap or notional origin. 15. COMPLIANCE WITH IACAL LAWS. The CORPORATION shall comply with all applicable laws, ordinances, and codes; of the Slate and local governments, and shall commit no trespass on airy public or private property, in performing any of the work embraced by ibis AGREEMENT. The CORPORATION shall not engage in any activities, or expend any funds provided by the CITY for activities not permitted under the provisions of Title 30-A M.R.S.A.§§5221-5235. 16. SUBCONTRACTING. The CORPORATION shall be fully responsible to the CITY fm the acts and omisaimas of its subcontractors, and of persons either directly or indirectly employed by Ne CORPORATION. 17. Q REST OF MEMBER OF THE CITY. No member of the governing body of the CITY, and no other public official, officer, employee, a agent of the CITY shall have any personal modest, direct or indirect, in this AGREEMENT. 18. WTERPST OF CORPORATION. The CORPORATION cavernous Net it presently has no interest and shall not acquire airy interest, direct or indirect, which would conflict in miry mammer or degree with the performance of its services hereunder. The CORPORATION further covetants that in the performance of this AGREEMENT no person having any such interest shall be employed 19. ACCESS TO RECORDS. The C117Y, or any of its duly authorized representatives shall have access to any books, documents, papers, and records of Ne CORPORATION which are directly garment to this AGREEMENT for the purpose of making audit examination, excerms, and transcriptions. The CORPORATION shall preserve all such records for a period of seven years. The CORPORATION shall m unmin full and correct books and records showing in derail its income and expenses; will permit Ne MY and its representatives to excitation said books and records and all supporting vouchers and data anytime, and from time to time upon requeat by the CITY at the place in which such books and records are Gustomanly kept 20. REPORTS. The CORPORATION shall prepare and deliver to the City Manager of the City of Bangor for distribution to the City Council of the City of Bangor, semi-annual Mom describing the CORPORATION activities and progress in performing the services and activities described in the Bangor Center Develooment District, Municirag Develoacren[ Prosuam Plan and Bonnet Fiscal Year 20M as adopted by the Bangor City Council by its passage ofCouncil Order OS -191 on May 23, M05 and incorporated herein as Addendum A. IN WITNESS WHEREOF, the parties hereto have executed this AGREEMENT at Bangor, Maine, on the day and year first above stated. OF a• Edward A. Tharrett Its City h4amager BANGOR CENTER MANAGEMENT CORPORATION 0' Witness By: Puke Clemons Its President MOango �a X Addendum A Bangor Center Development District Municipal Development Program Plan and Budget Fiscal Year 2006 Bangor Center Corporation will use staff services available through the Department of Community and Economic Development, and the Subcommittees for Marketing/Evems, Beautification, and Downtown Liaism to carry out its fiscal year 2006 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 fiscal year 2005, will be used to fiord BCC's activities for the next fiscal year. Total funds estimated to be available for fiscal year 2006 are $58,814. Personnel. BCC will subsidizethe cost ofa staffperson from the Department of Communityand Economic Development This ccordinamrwill administerthe implemenmtion ofthe adopted workplan. Administration and Insurance. BCC will reimburse the Deparmrent of Community and Economic Development forposmge, copies, and materials. It will also purchase insurance at an approximate cost of $800. Marketing and Events Program BCC will continue to position downtown as the city's ans and cultural cents and will produce events and publicity and marketing materials that support that image. Activities produced by BCC will include: • Cool Sounds Concert Series • Artismu'Market _ • Holiday lighting and lighting events • Winter Weekend (in partnership with others) • Ys Amoral Downtown Studio Tour • Feel the Beat Street Dance Advertising will include: • Bangor Chamber of Commerce Visitors Guide • Selective ads to promote events • Brochure distribution in CVB info packets • Marketing materials will include: • Rackbrochures • Web site withmnmtinfomatim • Mediarelleases 05-174 1 n5-1]6 %16Y BCC will continue to partner with other organizations for -the promotion and betterment of downtown, and the committee will take edvantage of other opportunities slut become available during the year. BCC will continue to encourage and participate in the Production of free seminars and networking gatherings geared toward downtown businesses and building owners. Downtown Liaison Program BCC will conduct public medium; to summer stakeholders in a broad-based way. BCC will also continue to supplement the City of Bangor's Police Department budget with funding to help supper[ bicycle pawls and holiday season foot 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 flowering planters and Bowers for the parks during the growing season. BCC will build on and coordinate the comprehensive and bearer program. BCC will promote and encourage activities Chet improve the appearance of downtown. All Committees wfll identify and recognize individual, organizations], and business initiatives that exemplify the "Feel the Beat" spirit. tiawnw%ri'BdII�Of 6 Bangor Center Corporation 05-v6 R FY 2005 FY 2006 Budget Budget Preliminary Development District levy 0,961 46,314 Studio Tow Revenues(ockets and ads) 2,500 2,500 Estimated Carryover 7,012 10,000 Total avatible for spending 50,473 58,814 personnel reimbursement to City of Burger 12,000 12,000 Evmis(net of sponsorships and entry fees) 8,752 12,000 Mwketing(mcl. Studio Tow and photo show) 13,002 15,114 Beautification (nor of sponsorships) 4,200 7,600 Security 7,500 7,500 Administration and insurance 4,000 4,600 To be allocated in programs as needed - 1,019 Told spending plan 50,473 58,814 R 1" al'61:EU ❑rlSl TO: Patti Dubois, City Clerk FROM: Linda Goff. Account Clerk—Comm. & licm. Develop. RB: Bangor Center Management Corp. Services Contract DATE: ]me28,2005 Attached for your files is a fully executed, original Bangor Center Management Corporation Services Contact as referenced in Council Order 05-174 passed on May 23, 2005.