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HomeMy WebLinkAbout2003-06-09 03-205 ORDERL9 Item No. 02205 Item/Subject ORDER Authonzing Execution of Contract with Bangor Center Management Corporation Responsible Department Community & Economic Devebpmem Commentary: This Order authorizes the CityN[anagcr to esecute a Content[ with the Bangor Center Management Corporation for the purpose of providing unannounced services and admhdstention of the Development Program for the Bangor Center Development District for the period July 1, 2003 -June 30, 2004. The proposed budge[ is $45,128. The Corporation did not request general fund support for the upcoming fiscal yew. The proposed Contract would provide reimbursement no, the City of up to $14,500 for out of . pocket expenses and persormel costs in administering the program and reimbursement to the City ofup to $9,000 for additional law enforcement services in the Disalct (2 officers during the summer months and in December). /e ceg apartment li6ad Manager's Comments: City Manager mandated Irsformation: [ntrptlucstlfor Y7I' Paaeage _ Pira[ Page — of _ Referral 03-205 :r1 Assipnito Cowcilm Paler June 9. 2003 In, CITY OF BANGOR Cp E.)Order, Authorizing Execution of Contract with Bangor Center Management Corporation BY the O't y Cwwl of Hen CW ofBangm. ORDERED, Tram the City Manager is hereby authorized and directed, on behalf of the CityofBangor, to execute acontmct, a copy ofwhich is on file in the Office of the City Clerk,wiNthe Bangor Center Management CoMomdonforpur m"ofMvidingmanngement services and administration of the developmentprogram fm the Dangor Center Development Distant for the period July 1, 2003 - June 30, 2004. IB CITY Comm Tme 9, 20D3 MtIm We and seconded p 0y205 for Passage Passed n 0 M D 6 M (TITLE,) 9uchmfiivg 0remcfm of cmtracc vita aasgoi Cen[er MemgmeaC CLrCvrarlm P gnedtt000CCouncilor P,oma_ 03-205 BANGOR CENTER MANAGENUSN"I CORPORATION SERVICES CONTRACT AGREEMENT made and entered into the _ day of , 2003, 9 Burger, Maine, by and between the CITY OF BANGOR, a Maine municipality located in Penobscot County, Scute of Mame (herein tensed the "CITY'), and BANGOR CENTER MANAGEMENT CORPORATION, of Bangor, Penobscot County, State of Maine, d/b/a Bangor Center Corporation (herein tenant the "CORPORATION"). WHEREAS, the CORPORATION has expertise suit experience in the business of centralized management, marketing and promotional events involving the Bangor Center Development Donner; and WHEREAS, the CITY wishes to secure the services of the CORPORATION in connection with the Cffl"S efforts to promote development of the Bangor Center Development District (boom termed WDD'), as an active, vital multi -functional central business district; and WHEREAS, the CITY and the CORPORATION have agreed upon the terms, conditions and compensation under and pursuant N which the CORPORATION will provide such services as an independent contractor with the CITY, and do now desire and attend to ut forth herein the full, sole and exclusive terns of their AGREEMENT, NOW, THEREFORE, in consideration of the foregoing recitals, and of the payments to be made hereunder by the CITY N the CORPORATION, and of the uadermkings and performances to 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 perfar m 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 contractor with the CITY, and for the sole and exclusive use and benefit of the CITY, namely those services and activities described in the Baveor Carter Develmrment District Municipal Development Promote and Financial Plan Fiscal Year 2004 as adopted by the Bangor City Council by its passage of Council Order 03- on June 9, 2003 and incorporated berem as Addendum A. 2. INDEPENDENT CONTRACTOR N the rendering of the services provided for above, the CORPORATION shall at all times ad within the limitations of this AGREEMENT. It shall not hold itself out in 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 tear ofthis AGREEMENT, and any extension thereof, devote a majority of to time N providing such services as provided for in this Agreement. Further, it is understood that the CORPORATION shall not undertake any additional consulting or advisory services for my other client in any mmmer in conflict with the purposes and objectives of this AGREEMENT, or with the moorage; of the CITY, except with the express prior written consent of the CITY. In the event the CORPORATION pursues other activities or enterprises not contemplated hereunder within the Bangor Center Development DistncS such activities or enterprises shall be authorized only if the CORPORATION first makes suitable artangemertts with the CITY by separate AGREEMENT or by amendment to this AGREEMENT. 3. FEES. The CORPORATION shall be compensated for all services to be rendered hereunder on m annual basis of Forty Thousand Five Hundred Eighty -One Dollars ($40,581) 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 expenses, which are not directly related m the services to be tendered hereunder, shall not he the responsibility of the CITY. 4. TERM. The term of this AGREEMENT shall commence on July 1, 2003 and shall expire on June 30, 2004. 5. GThe execution of this Agreement shall not be deemed to constiNte an option to continue this AGREEMENT beyond its expiration data. Any extension or continuation of this Agreement will be negotiable subject to re -negotiation by either party. Any renewal of this Agreement by Ne MY shall depend on the CITY OF BANGOR'S approval of the perf rimance of the CORPORATION'S work the City Council's prior approval of an additional appropriation for such work. b. TERMINATION BY CITY. This AGREEMENT may be terminated by the CfTY, upon thirty (30) days advance written notice to 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 women notice of the specific details and grounds of my such alleged failure, and a reasonable opportunityM cure same, or (h) N the event the CORPORATION shall engage in my activities or business N conflict with the interests of the CITY arising out of the CORPORATION'S obligations and undertakings hereunder, or (c) In the event that the CORPORATION shall willfully disregard my express written instruction, authorization or prohibition given N it by the CITY, or shall be convicted of any crime. 03-205 Notwithsmading the above, the CORPORATION shall not be relieved of liability to the CITY for damages sustained by the CITY by mine of any breach of the AGREEMENT by the CORPORATION, and the CITY may withhold any payment to the CORPORATION for the purpose of setoff mail such time as the exact amount of damages due the CTTY from the CORPORATION is determined. 7. TERMINATION BY CORPORATION. This AGREEMENT maybe terminated by the CORPORATION, upon the giving of thirty (30) days written notice, in the event [hat the CITY, for my reason, shall fail to formally meet any of its financial obligations W the CORPORATION hereunder. S. DELIVERY OF RECORDS. Upon the expiration of the term or any extension thereof, orupon the temiotion of this AGREEMENT pursuant w eitha Pamgraph 6 or 7 above, We CORPORATION shall deliver to the CITY all of its files and other data, excepting only personal correspondence files, relating to any projects with respect to which it shall have been involved hereunder, and shall not thereafter knowingly milia any of each information or dam in any manner contrary, to the interests of the CTTY. 9. ASSIGNMENT. This AGREEMENT has been made and entered into by and between the CTTY and BANGOR CENTER MANAGEMENT CORPORATION. It is agreed that this AGREEMENT may not be assigned to my third party without the prior expressed written coowt of the CTTY. 10. APPLICABLE LAW: CONTROL. This AGREEMENT has been made and entered into and shall be wowed under the from ofthe State of Maine including the provisions of Chapter 207, Municipal Development Districts, Title 30-A M.R.S.A. §§5251-5261. The CORPORATION may at all times conchowdy reply upon the authority of the person from time to time designated as the City Manger with respell to all matters, inswctions and authorizations required hereunder. 11. NOTICES. Notices to the CITY provided for in this AGREEMENT shall be sufficient if seat by registered or caVfied used, ream receipt requested, postage prepaid, to City Manager, City of Bangor, City Hall, 73 Harlow Street, Bangor, Maine 04401; and notices to the CORPORATION to be sent by registered or certified mail, return receipt requested, postage prepaid, to Bangor Center Management Corporation, do Community & ]Economic Development Dept, 73 Harlow St., Bangor, Maine 04401; or to such other respective addresses as the portion may designate ta each other in writing from time to time. 12. CHANGES. The CITY may, from lime m time, request changes ta the scope of Weir services of the CORPORATION to be pert ed hereunder. Such changes, including any inardem or decrease in We meant of the CORPORATION'S compensation, which are mutually agreed upon by and between We CTTY and We CORPORATION, shall be incorporated in written amendments W this AGREEMENT. O3 205 13. ANTI -KICKBACK RALES. Salaries of persons performing work under this AGREEMENT shall be paid unconditionally and not less often (ban once a month without deduction or rebate on my account except only such payroll deductions as are permitted by law. The CORPORATION shall comply with all applicable "Anti -Kickback" laws and shall insert appropriate provisions in all subcontracts covering work under this AGREEMENT to msme compliance by subcontractors with such laws. 14. EOUAL EMPLOYMENT OPPORTUNITY. During the perfrmtaace of this AGREEMENT, the CORPORATION will not discriminate against my employee or applicant for employment because of race, red", religion, sex, age, handicap, or national origin The CORPORATION will take affirmative action to wasters, that applicants we employed, and that employees are treated during employment, without regard m their race, color, religion, sex, age, handicap or national origin. The CORPORATION will, in all solicitations or advertisements for employees state than at qualified applicants will receive consideration for employment without regard in raw, color, religion, sex, age, bans icap or national origin. 15. COMPLIANCE WITH WCAL LAWS. The CORPORATION shall comply with all applicable laws, ordinances, and modes of the State and local governments, and shall remit no trespass on my public or private property in performing any of the work embraced by Us AGREEMENT. The CORPORATION shall not engage in any activities, or expend my funds provided by the CITY for activities not permitted order the provisions of Title 30-A M.R.S.A.§§5251-5261. 16. SUBCONTRACTING. The CORPORATION shall be July responsible to the CITY for the acts and omissions of its subcontractors, and ofpcison; 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 my personal interest, direct or indirect, in this AGREEMENT. 18. INTEREST OF CORPORATION. The CORPORATION covenants that it presently bas no interest and shall not acquire my interest, direct or indirect, which would con0ict in my manner or degree with the performance of its services hereunder. The CORPORATION further covemmass that in the performance of this AGREEMENT an Person having any such interest shall be employed. 19. ACCESS TO RECORDS. The CITY, or my of its duly authortrxd representatives shall have access to my books, documents, papers, and records of the CORPORATION which are directly pertinent 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 representatives to exevdne said books and records and all supporting vouchers and data any time, and from time to time upon request by the CffY at the place in which such books and records are customarily 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 reports describing the CORPORATION activities and progress in performing the services and activities describM in the Banwr Center Develoramord District. Municipal Developm Frovsm and Financial Plan Fiscal Year 2004 as adopted by the Bangor City Council by its passageofCouncil Orda03- on June 9,2003 and incorporatedheroinas Addendum A. IN WITNESS WHEREOF, the parties hereto have executed this AGREEMENT at Bangor, Maine, on the day and year that above stated. CFFY OF BANGOR By: Witness Edward A. Barrett Its City Manager BANGOR CENTER MANAGEMENT CORPORATION By: Witness Linda Packard Its President AddendumA BANGOR CENTER CORPORATION Bangor Center Development District Municipal Development Program Plan and Budget Fiscal Year 2004 Bangor Center Corporation will use staff services available through the Deparin ent of Community and Economic Development, and the Subcommiaees fur MwketinglEventa Beautification, and Downtown Liaison to Carty out its fiscal year 2004 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 Gum fiscal year 2003, will be used to fund BCC's activities for doe next fiscal year. Total lands estimated m be available for fiscal year 2004 are $45,128. Personnel. BCC will subsidize the Cost of a staff person from the Deparhnent of Commanity and Economic Development This coordinator will administer the implementation of the adopted work plan. Administration and Insurance. BCC will reimburse the Depamnent ofCommwoity and Economic Development for postage, copies, and mmaials. It will also purchase insurance at an approximate Cost of $500. Marketing and Events Program BCC MR Continue to position downtown as the city's arts and conned center and will Produce events and publicity and rnerketing materials that support That image. Activities produced by BCC will include: • Goners • Boliday lighting and lighting events • Octoberfsat(in partnership with others) • Arts on The Green (in partnership with whets) • 4is Annual Downtown Studio Tow • Ilownmwn Bangor Photo Show Advertising and sponsorship venues will include: • Bangor ChambaofCo =eVisitors Guide • Maine Public Radio Marketing materials will include: • Rackbrochures • We sitewiNmigwfeaww(s)ihangNfrequendym encourage frequent repeat visits BANGOR CENTER coseornron BCC will continue to partner with other organizations for the promotion and betterment ofdowntowa, and the committee will take advantage of other opportunities that become available during the 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 to supplement the City of Burger's Police Cepamnent budget with funding to help support bicycle Tabula and holiday season foot patrols. The Committee will meet throughout the year with City department liaisons associated with public safety, pedestrian, and saturator issues, and with downtown stakeholders. The Committee will also formally welcome new businesses drat open downtown. Beautification Program BCC will partner with Barger Public Works and Keep Bangor Beautiful to provide flowering plarms; and flowers for the parks during the growing season. BCC will build on and coordinate the comprehensive street banner program. HCC will promote and encourage activities that improve the appearance of downtown. BANGOR CENTER CORPORATION Bangor Center Corporation 03-205 FY 2003 Budget FY 2004 Budget Preliminary Development District t.evy 39,372 40,581 Studio Tom Revenues 1,400 1,400 Photo Cornea[ Entry Fees 500 500 Estimated Carryover 7,150 2,647 Toral avaiable for spending 48,422 45,128 Personnelreivilmrs¢mento CityofHangor 12,000 12,000 Events; (net of sponsorships) 10,303 10,159 Marketing (incl. Studio Tom) 8,700 7,700 Beautification 2,500 2,500 Security 9,000 9,000 Administration and insurance 2,500 2,500 To he allocated to programs as needed 3,419 1,269 Total spending plan 48422 45,128