HomeMy WebLinkAboutEconomic Development Agreement with Virtus Enterprises for Economic Development CoordinationECONOMIC DEVELOPMENT COORDINATOR AGREEMENT
BETWEEN
THE CITY OF MERIDIAN AND VHtTUS ENTERPRISES, LLC
THIS AGREEMENT, effective this 1St day of October, 2008, by and between the CITY
of Meridian, a municipal corporation organized under the laws of the State of Idaho, hereinafter
referred to as "CITY", 33 East Broadway Avenue, Meridian, Idaho 83642, and VIRTUS
Enterprises LLC doing business and hereinafter referred to as "VIRTUS", 2043 E. Redwick,
Meridian, Idaho 83642, a limited liability corporation organized under the laws of the State of
Idaho.
1. Scope of Services: VIRTUS has designated a core team to serve the needs of this
Agreement. That team is identified as:
Phil Stiffler, Sr. -Economic Excellence Coordinator
Josh Grant Project Execution Specialist
Phil Stiffler, Jr. -Founder and CEO, VIRTUS Enterprises, LLC
The team shall be the CTTY's contact and shall be accountable to the City and the
conditions of this Agreement. The City acknowledges that VIRTUS can and will
use other resources, staff, or contracted services at their discretion to optimize
performance under this contract.
A copy of the original RFP prepared by VIRTUS shall be incorporated by
reference and attached to this Agreement. A Scope of Work prepared by VIRTUS
is attached to the Agreement and is hereby incorporated by reference.
VIRTUS shall perform 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 VIRTUS believes the additional duties are outside
the scope of the Agreement they must raise that issue to the Mayor as soon as
reasonably possible. VIRTUS shall act under the direction and at the pleasure of
the Mayor and CITY Council. They shall be responsible for coordination of the
CTTY's economic development strategy, which includes downtown economic
development in cooperation with the Meridian Development Corporation (MDC)
(as it relates to commercial and industrial development).
VIRTUS's work is characterized by duties associated with planning, developing,
managing, and completing economic development projects and programs;
coordinating with business and development interests; and partnering with the
business community for funding on specific projects. They will act as liaison with
CITY departments and officials; and represent the CITY where appropriate in
economic development meetings. The Mayor will provide VIRTUS-with
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BETWEEN THE CITY OF MERIDIAN AND VIRTUS ENTERPRISES, LLC -PAGE 1 OF 1 O
assignments in terms of broad practice, precedents, policies, and goals. Work
may be reviewed 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 incorporated by
reference and attached to this Agreement:
• Corridors
• Existing Business Developments
• Positioning/Planning
• Economic Development Relationship Building
• On-Going Tracking 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 if that can be accommodated with the Mayor's schedule,
coordinating the maintenance of a website, working on the development of the
marketing materials and the continued efforts with the MedicaUHealth Sciences
district (this includes working on a targeted business list for recruitment); and
follow-up with the Economic Development Council in partnering opportunities;
respond to business inquiries, Economic Development partners, developers and
their projects; the Ten Mile and the North Meridian planning activities as they
relate to Economic Development and the necessary follow-up. VIRTUS will
coordinate, when appropriate, with other CITY departments such as Building,
Planning and Zoning, and the City Attorney's office. Additionally VIRTUS will
coordinate, when appropriate, with the Meridian Chamber of Commerce or the
Boise Valley Economic Partnership. VIRTUS will also meet the measurable
accountability standards as outlined in the Scope of Work.
VIRTUS agrees 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 VIRTUS, during the course of this Agreement or the
preceding Agreement between VIRTUS and the CITY shall be the intellectual
property of the CITY, however obtained, and in whatever format obtained, 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. Upon termination of
services provided under this agreement, VIRTUS shall promptly deliver all
materials and equipment received by VIRTUS to the CITY. VIRTUS shall not
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BETWEEN THE CITY OF MERIDIAN AND VIRTUS ENTERPRISES, LLC -PAGE 2 GF I O
retain any such materials or information in any form unless VIRTUS has received
written permission from the CITY. Nothing herein shall be construed to violate
the Idaho Public Records Act.
VIRTUS retains all rights to proprietary information received due to their existing
relationship with AspireOn, Inc., or other contracted partners. VIRTUS shall
retain exclusive right to that information. This Agreement does not prohibit
VIRTUS from engaging in other business agreements with other public or private
enttities for matters unrelated to Economic Development. The City reserves the
right to limit or exclude VIRTUS from entering into other Economic
Development agreement during the term of this Agreements with other public
entities.
VIRTUS may act as the spokesperson for the CITY in furtherance of this
Agreement, but shall coordinate that effort with the Mayor's office. The CITY
shall reserve the right to be the lead and spokesperson on any CITY related
matter. Furthermore, the CITY shall approve and may provide the letterhead and
business cards necessary for the furtherance of this Agreement to VIRTUS. If the
City provides the business cards and letterhead it shall be at the CTTY's expense.
2. Time of Performance: This agreement shall become effective upon execution by
both parties, and shall expire on September 30, 2009 unless earlier terminated or
extended.
3. Indemnification and Insurance: VIRTUS shall indemnify and save and hold
harmless CITY from and for any and all losses, claims, actions, judgments for
damages, or injury to persons or property and losses and expenses caused or
incurred by VIlZTUS, its servants, agents, employees, guests, and business
invitees, and not caused by or arising out of the tortious conduct of CITY or its
employees. VIRTUS will provide services to the CITY and shall be liable for all
acts of their employees while upon the premises of the CITY. Additionally,
VIRTUS shall maintain Workers Compensation Insurance, in the statutory limits
as required bylaw. VIRTUS shall provide the CITY with a Certificate of
Insurance, or other proof of insurance evidencing VIRTUS's compliance with the
requirements of this paragraph and file such proof of insurance with the CITY. In
the event the insurance minimums are changed, VIRTUS shall immediately
submit proof of compliance with the changed limits. Evidence of all insurance
shall be submitted to the CITY Clerk with a copy to Meridian CITY Accounting,
33 East Broadway Avenue, Meridian, Idaho 83642. The CITY will further
indemnify VIRTUS for any losses, claims, actions, or acts by the CITY, its agents
or employees, taken in furtherance or related to the information provided from
VIRTUS. VIRTUS shall not be liable to the CITY and the CITY shall hold
VIRTUS harmless for acts or omissions related to Economic Development efforts
done prior to the effective date of this Agreement.
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4. Independent Contractor: In all matters pertaining to this agreement, VIRTUS shall
be acting as an independent contractor, and neither VIRTUS nor any officer,
employee or agent of VIRTUS will be deemed an employee of CITY. VIRTUS shall
maintain offices separate from the CITY. VIRTUS may have access and use of
CITY conference rooms for meetings in furtherance of this Agreement.
5. Reporting Relationships: VIRTUS shall be compensated for their consulting
services pursuant to and specified in attached Exhibit "A." For the purposes of
contact for compliance with this Agreement VIRTUS may deal exclusively with:
Mayor Tammy DeWeerd
CITY of Meridian
33 E. Broadway
Meridian, II? 83642
At the Mayor's discretion all information maybe simultaneously transmitted to
the Mayor's staff.
6. Reporting: VIRTUS agrees to prepare and furnish a monthly activity report for
payment of services by the CITY. The report shall consist of information that can
be disseminated to the public and show the progress towards each of the five (5)
primary areas described in paragraph 1.
The first report shall be due at the end of October, 2008 and at the end of each
subsequent month thereafter.
VIRTUS further agrees to meet, at a minimum of, every other week with the
Mayor to discuss progress and activities performed. In general the status report
for this meeting will include details regarding: contacts made; inquiries regarding
-new or expanding business, fielding of the original call, number of calls to
collect information, materiaUpacket sent, follow-up on status, etc.
VIRTUS further agrees to provide a quarterly summary presentation to the City
Council in a public meeting of progress and accomplishments related to the
fulfillment of the terms of this Agreement.
7. Compensation: VIRTUS will receive a retainer of $7650.00 per calendar month
for all services within the Scope of Services and accompanying attachments and
incorporated herein by reference. If expectations are not being met by either party
then the parties may Meet and Confer as contemplated by this Agreement.
VIRTUS shall be responsible to provide an accounting of services provided on a
monthly basis as described in paragraph 6. VIRTUS will be paid monthly. If this
ECONOMIC DEVELOPMENT COORDINATOR AGREEMENT
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Agreement is entered into or terminated within a calendar month VIlZTUS shall
be entitled to a pro-rated portion of payment for that month.
It is contemplated by the parties that VIRTUS may incur necessary expenses in
the performance of their duties under the terms of this agreement. It is agreed
upon by the parties that such day-to-day expenses include, but are not limited to,
office supplies, general copying, and postage, business related types of expenses
are included in the monthly retainer. The CITY will reimburse for previously
authorized color copying and mailing of marketing materials. The CITY may also
consider reimbursement for extraordinary expenses. This shall include but is not
limited to large scale copying for mass mailings, development and printing of new
marketing materials, conducting large scale seminars or workshops, travel outside
of Ada or Canyon County for activities of such magnitude that they could not
have been included in this Scope, but further the Economic Development intent of
this Agreement. Any such request for reimbursement of extraordinary expenses,
including but not limited to travel outside of Ada or Canyon County, and the
associated registrations, fees, or costs of attending seminars, institutes, or
conferences shall be brought separately for consideration before the City Council
for specific authorization prior to incurring the expense. All appropriate receipts
must be provided for reimbursement after approval.
Notices: 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 of Meridian
33 E. Broadway Avenue
Meridian, Idaho 83642
ATTN: MAYOR' S OFFICE
VIRTUS
2043 E. Redwick
Meridian, Idaho 83642
Either party may change their address for the purpose of this paragraph by giving
written notice of such change to the other in the manner herein provided.
9. Attorney Fees: Should any litigation 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
ECONOMIC DEVELOPMENT COORDINATOR AGREEMENT
BETWEEN THE CITY OF MERIDIAN AND VIRTUS ENTERPRISES, LLC - PAGE S OF lO
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.
10. Time is of the Essence: 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 Agreement by the party so
failing to perform.
11. Assignment: It is expressly agreed and understood by the parties hereto, that
VIRTUS shall not have the right to assign, transfer, hypothecate or sell any of its
rights under this Agreement except upon the prior express written consent of
CITY.
12. Discrimination Prohibited: In performing the Services required herein,
VIRTUS shall not discriminate against any person on the basis of race, color,
religion, sex, national origin or ancestry, age or disability.
13. Reports and Information: At such times and in such forms as the CITY may
require, there shall be furnished to the CITY such statements, records, reports,
data and information as the CITY may request pertaining to matters covered by
this Agreement.
14. Audits 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 VIRTUS'S records with respect to all matters covered by this
Agreement. VIRTUS shall permit the CITY to audit, examine, and make excerpts
or transcripts from such records and to make audits of all contracts, invoices,
materials, and other data relating to all matters covered by this Agreement.
15. Publication, Reproduction and Use of Material: 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 that are
property of the CITY. VIRTUS does use material prepared and copyrighted for
their use in furtherance of this Agreement and contain proprietary information that
derives separate individual economic value to VIRTUS. Those documents may
not be reproduced without the express written consent of VIRTUS. Documents
that are restricted by this condition must be clearly marked and identified by
VIRTUS to claim this exclusion. Said proprietary materials shall remain the
property of VIRTUS and utilization of such proprietary materials by the CITY
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outside of this Agreement or ongoing beyond the term of this Agreement would
require a separate licensing agreement to be entered into by the parties.
16. Compliance with Laws: In performing the scope of services required hereunder,
VIRTUS shall comply with all applicable laws, ordinances, and codes of Federal,
State, and local governments.
17. Changes: The CITY may, from time to time, request changes in the Scope of
Services to be performed hereunder. Such changes, including any increase or
decrease in the amount of VIlZTUS'S compensation, which are mutually agreed
upon by and between the CITY and VIRTUS, shall be incorporated in written
amendments to this Agreement.
18. Renewal: No less than one hundred and twenty (120) days prior to the end of this
Agreement VIRTUS may notify the CITY of their desire to enter into a new
agreement with the CITY. Failing to do so is not a bar to a new agreement, but
maybe considered by the CITY in their decision. The CITY may request
information regarding any requested changes to the proposed Agreement upon
renewal including but not limited to Scope of Work and Compensation. The
Notice of desire to enter into a new agreement and the CTTY's request for
information regarding changes to the agreement does not bind either party to a
final agreement. It is contemplated by both parties to this Agreement that the
intent of the Notice and Request are merely for exploratory purposes and both
parties will have to enter into formal negotiations and consensus prior to the
entering into a new Agreement.
19. Termination:
For Cause: If, through any cause, VIRTUS, its officers, employees, or agents
fails to fulfill in a timely and proper manner its obligations under this Agreement,
violates any of the covenants, agreements, 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
VIRTUS. An accounting pursuant to this agreement can then occur to assure that
proper payments or credits are accomplished.
Without Cause: If the Mayor and the City Council determine that termination of
this Agreement is in the best interest of CITY, the CITY shall thereupon have the
right to terminate this Agreement by giving written notice to VIRTUS of such
termination and specifying the effective date thereof at least thirty (30) days
before the effective date of such termination. The City Council may also
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BETWEEN THE CITY OF MERIDIAN AND VIIZTUS ENTERPRISES, LLC -PAGE 7 of 10
unanimously, without the consent of the Mayor, terminate this agreement without
cause subject these provisions.
VIRTUS may also terminate this agreement at any time by giving at least thirty
(30) days notice to CITY. If the termination is within a calendar month the period
of time shall extend to the end of the month beyond the thirty days.
In the event of any termination of this Agreement, all finished or unfinished
documents, data, and reports prepared by VIRTUS under this Agreement shall, at
the option of the CITY, become its property, and VIRTUS shall be entitled to
receive just and equitable compensation for any work satisfactorily complete
hereunder. This shall include apro-rated portion of the contract to the end of the
termination period.
Notwithstanding the above, VIRTUS shall not be relieved of liability to the CITY
for damages sustained by the CITY by virtue of any breach of this Agreement by
VIRTUS, and the CITY may withhold any payments to VIRTUS for the purposes
of set-off until such time as the exact amount of damages due the CITY from
VIRTUS is determined. This provision shall survive the termination of this
agreement and shall not relieve VIRTUS of its liability to the CITY for damages.
20. Construction 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.
21. Entire Agreement: This Agreement contains the entire agreement of the parties
and supersedes any and all other agreements or understandings, oral of written,
whether previous to the execution hereof or contemporaneous herewith. The
CITY may contract with VIRTUS to perform other functions not included in the
Scope of Services of this Agreement. Any such contemporaneous agreements
shall also be in writing and maybe substantially similar to this Agreement.
22. 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.
23. Meet and Confer: The parties to the Agreement hereby agree to meet and confer
regarding any disputes that may arise in the course of this Agreement and to seek
consensus. This provision shall not apply if the CITY wishes to terminate this
Agreement for cause. If consensus cannot be reached then the parties have not
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waived any available remedies available by law or this Agreement, up to and
including termination of this Agreement.
24. Approval Required: This Agreement shall not become binding until signed by
VIRTLTS, approved by the City Council, signed by the Mayor and attested by the
City Clerk of Meridian. The parties agree that the effective date of this
Agreement shall be from October 1, 2008.
Dated this day of Qc%i~~~.. , 200
VIRTUS Enterprises, LLC
er, Sr.
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Dated this ~5 day of ~ `" o ~~ ~~/ , 200
CITY OF MERIDIAN
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ECONOMIC DEVELOPMENT COORDINATOR AGREEMENT
BETWEEN THE CITY OF MERIDIAN AND VIItTUS ENTERPRISES, LLC - racE 9 of 10
Dated this day of , 200
ECONOMIC DEVELOPMENT COORDINATOR AGREEMENT
BETWEEN THE CITY OF MERIDIAN AND VIRTUS ENTERPRISES, LLC -PAGE I O OF IO
Attest:
SCOPE OF SERVICES
Exhibit "A"
Economic Excellence
Mission
The City of Meridian's mission is to be a premier place to live, work,
and raise a family. WVe are committed to strategic execution for
"Economic Excellence" in order to fulfill and sustain this mission by
being recognized as a community that is: "Built for
Business.....Designed for Living."
Vision
Our focus is on transforming Meridian into a 21st Century City
positioned to support existing, emerging, and new businesses. We
are positioning our economic landscape in 2008 to maximize
business opportunities while providing an environment conducive to
attracting and retaining a motivated workforce.
Page 1 of 4
Directed Strategic. Goals for Economic
Excellence - 2009
To gain balance between primary (value-added) and secondary employers and industry
sectors
Focus Area
Business Enterprise Corridors/Development
Engagements with Existing & Emerging Meridian
Businesses
~r Positioning for Sustainable Economic Base
* Target Marketing to Attract Value-Added
Business
Tracking Data/Information
Targeted
Time
Commitment
40%
20%
10%
20%
10%
We envision our community enhanced with technology rich and diversified
industries which have above average wage jobs.
Meridian's focus on these strategic goals and activities will be instrumental in Meridian's
evolution over the next ten years. Meridian's ongoing Economic Excellence will grow
and prosper through:
1. Diversified and targeted business/industry growth (value added jobs in Meridian)
2. Infrastructure planning, strategic resource planning, and necessary execution
3. A continued commitment to a high quality of life
4. Expansion of an educated workforce
5. Commitment to the public safety and welfare of the citizens
Meridian's vision as a city that is "Built for Business and Designed for Living" is real and
ongoing.
Page 2 of 4
Business Enterprise Corridors
Strategies:
- Develop, coordinate, and implement marketing plans with stakeholders
- Active targeted recruitment execution
- Marketing plan/materials development and enhancement
- Ongoing clarification and definition of focused industry clusters relative to corridor
development
- Assist with working on infrastructure needs to support corridors
- Enhanced communication, collaboration, and messaging
- Participation, engagements, and presentations to "tell the BEC's story for
Meridian"
Engagement with Existing and Emerging
Meridian Businesses
Strategies:
- Facilitate and engage meetings with Meridian businesses
- Engage participation from Meridian businesses in Economic Excellence efforts
- Research and identify related resources for supporting Economic Excellence
- Plan ongoing Economic Excellence meetings with Meridian businesses
- Participate in supporting group activities (Chamber, BVEP, etc)
- Emerging business center opportunity
Positioning for Sustainable Economic Base
Working hard to distinguish Meridian as the City to live, work, and play
Strategies:
- Promote and tell the story of Meridian's Economic Excellence commitment
- Coordination with Chamber, State, various other agencies, and colleges on
outlined plan for enhancing workforce training
- Quarterly communication to appropriate parties to secure ongoing support
- Work with Building and Planning Departments to facilitate quality service and
coordination of activities to customers & efficient processes
- Engage and maintain relationships with community partnerships
- Work as a liaison, catalyst, and relationship builder as needed for identified value
projects
- Workforce and professional development focus and action plans
- Coordinator/Communication with necessary departments reference Quality of Life
awareness (Parks and Recreation, Police/Fire)
Page 3 of 4
Target Marketing to Attract New Value-
Added Business
Strategies:
- Participate in identified State and Boise Valley economic development
groups/committees
- Leverage opportunities for joint promotion and coordination with all stakeholders
- Working with BVEP to maximize relationship
- Coordinated and joint marketing efforts with existing businesses
- Establish targeted marketing plan to regional markets
- Concise package responses and reference sources to present to potential
contacts and leads (customized as needed)
Tracking Data/Information
Strategies:
- Routine updates and collaboration with the Mayor
- Maintain a current and updated list of activities on value projects
- Continued enhancement of effective and professional Economic Development
Website
- Track why businesses are choosing, or not choosing, Meridian or Idaho
- Statistical database of information maintained (develop best source of data
available for new jobs and businesses in Meridian)
- Research with State and Chamber ability to develop on inventory database of
businesses
- Bi-annual updates to City Council
A performance accountability work plan for 2009 will be approved by
the Mayor with general functional responsibilities and targeted
goals/objectives with metrics for appropriate focus areas.
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