HomeMy WebLinkAboutMeridian Economic Development Coordinator Agreement with Cheryl Brown for Economic Development Coordination
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MERiDIAN ECONOMIC DEVELOPMENT COQRDINATOR AGREEMENT
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December 31, 2()()(), by and between THE City OF MERIDIAN, an Idaho municipal corporation,
(hereinafta-referred to as "City") of33 E. Idaho Ave., Meridian, Idaho 83642 and Cheryl Brown
(hereinafter referred to as "BROWN") of2528 Crooked Creek Way, Meridian, Idaho.
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1. Scope of Servicew: BROWN shall ptJrform all services, made a part of this
Agreement and may receive additional duties as assigned that are consistent with
the intent and objectives of this agreement. If BROWN believes the additional
duties are outside the scope of the AgreemeRt she must raise that issue to the
Mayor as soon as reasonably possible. BROWN shall act under the direction and
at the pleasure of the Mayor and City Council. She shall be responsible for
coordination of the CITY's economic development strategy, which includes
downtown economic development in cooperation with the Meridian Development
Corporation (MDC) (as it relat'es to cOInmercial and industrial development).
... BROWN is neither an independent contractor nor an employee of the MDC, its
Board or Administrator.
Brown's work is characterized by duties associated with planning, developing,
man~g, and completing economic development projects and programs;
coordinating with business and development interests; and partnering with the
business community for funding on specific projects. She will act as liaison with
CITY departments and officials;.and represClnts th. CITY where appropriate in
economic development meetings The Mayor will provide BROWN with
assignments in tenns of broad practice, precedents, policies, and ioalS. Work
may be revi~ed by the Mayor and/or City Council for fulfillment of program
objectives and conformance with CITY policy and practice.
The focus of the Economic Development Coordinator shall be around five (5)
primary areas that have been developed over the last year in collaboration with
BROWN (as outlined in the Economi(!. Development Coordinator focus the
specifics regarding each subject area will be provided in writing to BROWN and
are hereby incorporated by reference:
· Corridors
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· Existin8 Business Developments
. PositioningIPlanning @""
· Economic Development Relationship Building
· On-Going Trackini and Support
The general nature of the work involved as the Economic Development
Coordinator shall include, but are not limited to the following areas: weekly
business visits, maintaining a current web site, working with the Resource Center
ECONOMIC DEVELOPMENT COORDINATOR AGREEMENT 2006- page 1 of 8
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on development of the marketing materials and the continued _fforts with the
Medica1/Health Sciences district (this includes working on a targeted business list
for recruitment); and follow-up with the Economic Development Council in
partnering opportunities; wort with and respond to inquiries, Economic
Development partnen, developers and their projects; the South Meridian and Ten
Mile planning activities as they relate to Economic Development and the
necessary follow-up. ..
BROWN agrees to prepare and furnish at minimum a monthly report for payment
of sefvices and data as may be required by the CITY. In seneral the status report
will indicate de1aiJ.s that can be shared publicly; contacts made; inquiries
regarding -new or expanding business, fielding of the original call, number of
calls to collect information, material/packet sent, follow-up on status, etc. This
will comply with Paragraph 7.
BROWN ag6es to, and does hereby grant the CITY the rights to reproduce use
and disclose for CITY purposes, all or any part of the reports, data, technical
information and client information furnished to the CITY under this contract. All
information received by BROWN, durin8 the course of this Agreement or the
precedin& Agreement between BROWN and the CITY shall be the intellectual
property of the CITY, however obtained, and in whatever format obtainod, shall
be the property of the CITY. To the extent permitted by Idaho law, such
information shall be confidential and therefore shall not be disclosed to third
parties unless permission is first obtained from the Mayor. U})'>n termination of
services provided under this agreement, BROWN shall promptly deliver all
materials and equipment recaved by hd" to the CITY. BROWN shall not retain
any such materials or information in any form unless she has received written
permission from the CITY. Nothing herein shall be construed to violate the Idaho
Public Records Act.
BROWN retains all rights to information received only due to her existing
relationship with Brown Construction, Inc. BROWN shall retain exdusive riaht
to that information.
Information that BROWN receives in furtherance of this A8feement shall not be
shared with Brown Construction, Inc.
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carli.. tcmninated or extended. The parties may emend this agreement on a month
to month basis after the expiration date by mutual agreement. Such extension
shall be at the same terms and payment amount unless aereed to in writing by both
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BROWN is not required to n;laintain specific office hours or work schedule, but
must perform the tasks as dtStfned in this Agreement in a timely and satisfactory
manner.
ECONOMIC DEVELOPMENT COORDINATOR AGREEMENT 2006- page 2 of 8
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3.
Indemnification ~d Inllurance: BROWN shall indemnify and save and hold
hannless CITY from and for any and all losses, claims, actions, judgments for
damap, or injury to persons or property and losses and elpenses caused or
incurred by BROWN, its servants, agents, employe.s, auests, and business
invitees, and not caused by or arising out of the tortious conduct of CITY or its
employees. BROWN shall maintain, and specifically agrees that it will maintain,
throughout the term of this Agreement, liability insurance, in which the CITY
shall be named an additional insured in the minimum amount as specified in the
Idaho Tort Claims Act set forth in Title 6, Chapter 9 of the Idaho Code. The
limits of insurance shall not be deemed a limitation of the cov.ef1ants to ihdemnify
and save and hold harmless CITY; and if CITY becomes liable for an amount in
excess of the insuranc., limits, herein provided, BROWN covenants and agrees to
indemnify and save and hold harmless CITY from and for all such losses, claims,
actions, or judgmepts for dam "or liaJlYi~"~o ~sons or. r: ".
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are changed, BROWlt'Sii'aIirinmediately submit proof of compliance with the
changed limits. Evidence of all insurance shall be submitted pursuant to the
notice section of this Agneement.
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4. Independent Contractor: BROWN shall be deemed to be an independent
contractor as Meridian Economic Development Coordinator. BROWN shall not
have mandatory duties eJlcept those ~~sed by law or regulation and those-necessary
to carry out the terms and conditions of this Agreement. Nothin8 contained in this
Agreement shall be reaarded as creating any relationship (employer/employee, joint
venture, partnership, or shareholder) between the parties other than the independent
contractor relationship as set forth herein.
BROWN is, and shall be treated by CITY as, an independent contractor (statutory
non-employee) and not an employee for state, td.and for all other purposes. She will
not be trooted as an employee with respect to the ServiCIIS performed by her for
federal tax purposes. BROWN hereby acknowled8es that she has been advised by
CITY that as an independent contractor (non-employee) affiliated with CITY, she is
responsible for the payment of all her own federal income taxes and her own self-
employment taxes (FICA), together with any and all corresponding state, county and
local taxes, if any, and she hereby agrees to comply with those responsibilities.
BROWN hereby waives any claims she has or may have against CITY now or in the
future respecting such taxes or the right of CITY not to withhold, not to payor not to
contribute to such taxes on her behalf.~
The CITY will provide a work station on site with a computer and phone, at CITY
Hall in the Mayor's office, for Brown's use as needed. BROWN may also have
ECONOMIC DEVELOPMENT COORDINATOR AGREEMENT 2006- page 3 of 8
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access to CITY conference rooms for meetings in furtherance of this Agreement.
BROWN is free to choose to work from othC!' locations to perform the tasks related
to this Agreement.
This Aareement contemplates that BROWN will represent the CITY in Economic
Development meetings, committees, institutes, work groups, forums, or similar
manner. She may represent the~ITY on behalf of the Mayor or CITY Council at
their direction. She may occasionally be directed to attend seminars, conferen~s, or
institutes at the CITY's e:lpense as the CITY's representative. If directed by the
Mayor or CITY Council to attend such events the CITY will incur the costs and
expense of the travel and necessary ex~ses for attendance. Nothing is intended by
these directions or requirements to alter or change the indepepdent contractor
relationship detailad in this Agreement.
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6. Reimburs'able Expenses: It is contemplated by the parties that BROWN may
incur necessary operating and entertainment expenses in the performance of her
duti~ tyldCUhe terms of this agreement. This Agreement authorizes expenditures
not t~~.$l~tb1Y with appropriate receipt for costs incurred by
BROWN for ~tteri~~'pricipation in economic development meetings,
committees, institutes, work .groups, forums, or entertainment of potential parties
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that further the Economi'1Pevelopment intent of this agreement. Receipts must
be submitted timely and must include _sufficient information to support the
purpose of reimbursement. Any amo~t in ~xcess of~ 150.00 within a month
must be specifically approved by the CITY Council.
Any travel. out of Ada or Canyon County, and the associated registrations fees, or
costs of attending seminars, institutes, or conferences will be brought separately
before the CITY Council prior to incurring the expense. The Council must grant
specific authorization for expenses of this nature. This is not intended for items
covered in Paragraph 5 of this Agreement that are budgeted under the Mayor or
the CITY Council.
7 Method of Payment: I
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ECONOMIC DEVELOPMENT COORDINATOR AGREEMENT 2006- page 4 of 8
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additional duties and paymenfare agreed upon by the parties they shall be
included in the monthly report for pa~ent.
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8 Noticei': Any and all notices required to be given by either of the parties hereto,
unless otherwise stated in this agreement, shall be in writing and be'deemed
communicated when mailed in the United States mail, certified, return receipt ·
requested, addressed as follows:
City Clerk
City of Meridian
33 E. Idaho Avenue
Meridian, Idaho 83642
Cheryl Brown
2528 Crooked Creek Way
Meridian, Idaho 83646
Ei~ party may change their address for the purpose of this paragraph by giving
written notice of such chqe to the other in the manner herein provided.
8. Attorney Fees: Should any litiaation be commenced between the parties hereto
concerning this Agreement, the prevailing party shall be entitled, in addition to
any other relief as may be granted, to court costs and reasonable attorneys' fees as
determined by a Court of competent jurisdiction. This provision shall be deemed
to be a separate contract between the parties and shall survive any default,
termination or forfeiture of this Agreement.
9.
Time is of the ElIIIence: The parties hereto acknowledge and agree that time is
strictly of the essence with respect to each and every term, condition and provision
hereof, and that the failure to timely perform any of the obligations hereunder
shall constitute a breach of, and a default under, this Aare(llIlent by the party so
failinj to perform.
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10.
Assignment: It is expressly agreed and understood by the parties hereto, that the
parties shall not have the right to ass~, transfer, hypothecate or sell any of its
rights under this Agraement except upon the prior express writtoo consent of the
non-assigning party.
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11. DilcriDrlnation Prohibited: In performing the Services required herein,
BROWN shall not discriminate apinst any person on the basis of race, color,
religion, sex, national orilin or ancestry, ase or disability.
12. Reports and Information: At such times and in such l~~s as the CITY may
require, there shall be furnished to the CITY such statements, records, reports,
ECONOMIC DEVELOPMENT COORDINATOR AGREEMENT 2006- page 5 of 8
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data and information as the CITY may request pertaining to matters covered by
this Agreement. This can include oral updates and reports and is not meant to
supersede the monthly report for the purposes of payment.
13. Audiu and Inspections: At any time during normal business hours and as often
as the CITY may deem necessary, there shall be made available to the CITY for
examination all of BROWN'S record! with respect to all matters covored by this
Agreement. BROWN shall pmnit the CITY to audit, examine, and make
excerpts or transcripts from such records, and to make audits of all contracts,
invoices, materials, payrolls, records of personnel, conditions of employment and
other data rtlating to all matters covered by this Agreement. The records
contemplated by this section are only related to the terms and conditions of this
Agreement.
14. Publioation, Reproduction and Ule of Material: No material produced in
whole or in part under this Aweement shall be subject to copyright in the United
States or in any other country. The CITY shall have unrestricted authority to
publish, disclose and otherwise use, in whole or in part, any reports, data or other
materials prepared under this Agreement.
15. Compliance with Laws: In performing the scope of services required hereunder,
BROWN shall comply with all applicable laws, ordinances, and codes of Federal,
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State, and local governments. .
16.
Change!: The CITY may, from time to time, request changes in the Scope of
Services to bs performed hereunder. Such changes, including any increase or
decrease in the amount of Brown's compmsation, which are mutually agreed
upon by and between the CITY and BROWN, shall be incorporated in written
amendments to this A8feement. The amendmonts shall be in the form of a
"Change Order."
17. Terndnation:
For Caule: If, through any cause, BROWN, its officers, employees, or agents
fails to fulfill in a timely and proper manner its obligations under this Agreement,
violates any of the covenants, 8&feements, or stipulations of this Agreement,
falsifies any record or document required to be prepared under this agreement,
engages in fraud, dishonesty, or any other act of misconduct in the performance of
this contract, the CITY may immediately terminate this agreement with notice to
BROWN.
Without Cause: If the CITY Council determines that termination of this
A&reament is in the best interest of CITY, the CITY shall thereupon have the right
to terminate this Agreement by giving written notice to BROWN of such
termination and specifying the effective date thereof at least ten (10) days before
ECONOMIC DEVELOPMENT COORDINATOR AGREEMENT 2006- page 6 of 8
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the effective date of such termination. BROWN may also terminate this
a8feement at anytime by 8iving at least ten (10) days notice to CITY.
In the event of any termination of this Agreement, whether "For Cause" or
"Without Cause" all finished or unfinished docum~ts, data, and reports prepared
bJ l3~~~~er this A~~ent s~all C~!lti!lU(;.!ol>caJ!t~~~.m~.ts.~d
~1'~efftO-reC&~pa~~TIH'e
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Notwithstanding the above, BROWN shall not be relieved of liability to the CITY
for damages sustained by the CITY by virtue of any breach of this Agreement by
BROWN, and the: CITY may withhold any payments to BROWN for the purposes
of set-off until such time as the exact amount of damages dueths CITY from
BROWN is determined. This provision shall survive the termination of this
asceement and shall not relieve BROWN of its liability to the CITY for damages.
18. Conltruction and Severability: If any part of this Agreement is held to be
invalid or unenforceable, such holding will not affect the validity or enforceability
of any other part of this Agreement so long as the remainder of the Agreement is
reasonably capable of completion.
19. Entire Agreement: This Agreement contains the entire agreement of the parties
for the tenn of this Agreement. Where prior Agreements are referenced as related
to the duties and responsibilities of this Agreement they are hereby incorporated
by reference in whole or in part.
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20. Applicable Law: This Agreement shall be governed by and construed and
enforced in accordance with the laws of the State of Idaho, and the ordinances of
the CITY of Meridian. .1
21. DPrQ,val Re
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ECONOMIC DEVELOPMENT COORDINATOR AGREEMENT2006- page 7 of 8
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Dated this 4 day of
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Dated this 'tl;~y
CITY OF MERIDIAN
Attest:
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ECONOMIC DEVELOPMENT COORDINATOR AGREEMENT 200~ page 8 of 8
MERIDIAN CITY COUNCIL
SPECIAL MEETING
AGENDA
Friday, October 13, 2006 at 9:00 a.m.
City Council Chamb6l"s
33 East Idaho Avenue, Meridian, Idaho
"Although the City of Meridian no longer requires sworn testimony,
all presentations before the Mayor and City Council are expected
to be truthful and honest to best of the ability of the presenter."
Ii Roll-call Attendance:
X Shaun Wardle
X Charlie Rountree
X Joe Borton
X Keith Bird
X Mayor Tammy de Weerd
2. Adoption of the Agenda: Add Item 4 -- Adopt as Amended
3. Bid Results and Award of Abatement and Demolition at the New City
Hall Site: Discussed - Award Bid I Approve Contract for $386,000.00
to Ideal Demolition Services:
4. Executive Session per Idaho Code 67-2345 1 (a) and (c):
5. Approve Economic Development Coordinator Contract: $4500 per
month for three months to January 2007
Adjourn 9:44 a.m.
Meridian City Council Special Meeting Agenda - October 13, 2006 Page 1 of 1
All materials presented at public meetings shall become property of the City of Meridian.
Anyone desiring accommodation for disabilities related to documents and/or hearing,
please contact the City Clerk's Office at 888-4433 at least 48 hours prior to the public meeting.
Meridian City Council Special Meeting
October 13, 2006
Page 5 of 6
De Weerd: So, do you want me to make any further changes? They were
notified and it was in the paper.
Rountree: Okay, just let them know it happened.
De Weerd: Okay, with that behind us we do have an added number four for
Executive Session.
Bird: Madame Mayor.
De Weerd: Mr. Bird.
Bird: I move we go into Executive Session as per Idaho State Code 67-2345 1
(a) and (c).
Rountree: Second.
De Weerd: Okay, I have a motion and a second for an Executive Session. Mr.
Nary?
Nary: Nothing, Mayor I am sorry.
De Weerd: Will you please call roll.
Roll Call: Wardle, aye; Bird, aye; Rountree, aye and Borton, aye.
Item 4.
Executive Session per Idaho Code 67-2345 1 (a) and (c):
Wardle: Madame Mayor, I move we come out of Executive Session.
Rountree: Second.
De Weerd: Okay, I have a motion and a second to come out of Executive
Session. All those in favor say aye.
ALL AYES. MOTOIN CARRIED.
Item 5.
Approve Economic Development Coordinator Contract:
De Weerd: Okay I will need a motion to add the contract for the Economic
Development Coordinator to our agenda for Council consideration.
Bird: Madame Mayor.
De Weerd: Mr. Bird.
Meridian City Council Special Meeting
October 13, 2006
Page 6 of 6
Bird: I move we - well, do we have to - that is "something that we would
determine in an Executive Session - we would just come out and make a motion
to -
Nary: Make a motion to add that and approve it.
Bird: I would move that we add the Economic Development contract to our
agenda and approve the contract for three months till January 1, 2007 at the sum
of $4,500 per month.
Rountree: Second.
De Weerd: Okay, I have a motion and a second to add and approve the contract
for Economic Development Coordinator. Any discussion? Okay, hearing none,
Mrs. Smith will you call roll.
Roll Call: Wardle, aye; Bird, aye; Rountree, aye and Borton, aye;
ALL AYES. MOTION CARRIED.
De Weerd: Okay, Council is there any further business to be considered in front
of Council? Hearing none, I would entertain a motion to adjourn.
Rountree: So moved.
Bird: Second.
De Weerd: All those in favor.
ALL AYES. MOTION CARRIED.
MEETING ADJOURNED AT 9:44 A.M.
(TAPE ON FILE OF THESE PROCEEDINGS)
APPROVED:
TAMMY DE WEERD, MAYOR
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DATE APPROVED
ATTESTED:
WILLIAM G. BERG, JR., CITY CLERK