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HomeMy WebLinkAboutPasco Downtown Development Assoc - Commercial Kitchen Business Incubator DOWNTOWN COMMERCIAL KITCHEN BUSINESS INCUBATOR THIS AGREEMENT, made and entered into as of this 16"' day of September, 2002 , by and between the City of Pasco, a municipal corporation of the State of Washington (hereinafter referred to as "CITY") and the Pasco Downtown Development Association, an association of businessmen and women to promote the development of downtown Pasco (hereinafter referred to as "PDDA!') . WHEREAS, the City owns two buildings located at 106 and 108 South Fourth Avenue, with the power to grant rights and privileges with respect thereto, as hereinafter provided; and WHEREAS, the City, utilizing grant funds provided by the U S. Economic Development Administration and the North American Development Bank, improved 106 and 108 South Fourth Avenue for use as a commercial kitchen business incubator; and WHEREAS, the PDDA is engaged in the development and promotion of downtown Pasco and has operated over the past several years a "Pasco Farmer's Market" in the vicinity of the commercial kitchen business incubator; and WHEREAS, the CITY is willing to grant PDDA such rights and privileges upon the terms and conditions hereinafter provided; NOW, THEREFORE, for and in consideration of the mutual covenants and agreements herein contained and other valuable considerations, the CITY does hereby grant unto PDDA permission to utilize the property at 106 and 108 South Fourth Avenue as a commercial kitchen business incubator. THE TERMS AND CONDITIONS ARE AS FOLLOWS: ( 1 ) The PDDA will hold the CITY harmless and indemnify the CITY against all claims, suits, damages, costs, losses, and expenses in any manner, rising out of, or connected with the commercial kitchen business incubator. (2) The PDDA agrees to maintain insurance coverage with minimum liability limits of $ 1 ,000,000 per occurrence and minimum property damage of $25, 000 per occurrence coverage for the commercial kitchen business incubator. The CITY will be named as an additional insured on such policy. PDDA will provide the CITY with a certificate of such insurance coverage. 113` (3) The PDDA will require each and every user at the commercial kitchen business incubator to sign a Contract of Indemnity on the form set forth as Exhibit "A" hereto. Each user of the facility shall be required to sign a new agreement annually and the PDDA shall hold and maintain the agreement for a period of at least three (3) years from the date of signing. (4) The PDDA shall establish appropriate fees and charges for the use of the commercial kitchen business incubator. The use of such funds collected shall be limited to payment of expenditures for staff salaries, advertising, promotion, insurance, utilities, maintenance, management, and other costs directly attributable to the operation of the Incubator. After the payment of expenditures , any excess funds shall go to the PDDA economic restructuring budget. (5) The PDDA shall maintain the cleanliness of the commercial business incubator building. (6) The PDDA shall provide a line item budget (showing both estimated revenues and expenditures) to the City Manager for his approval prior to start of operations and annually thereafter. (7) The CITY shall reimburse the PDDA for actual expenses incurred in connection with the approved budget (see 6 above) . Said reimbursement shall be in accordance with the provisions of a CDBG Subrecipient Grant Agreement. Said reimbursement shall not exceed $3, 750 per month and a maximum of $45, 000 for a 12- month period. (8) The PDDA shall administer the commercial kitchen business incubator in accordance with the provisions of the grant agreements with the U.S. Economic Development Administration and North American Development Bank which are attached hereto and made a part of this agreement. The PDDA shall file required job creation and other progress reports in a timely manner. (9) The PDDA shall provide written rules and guidelines for the commercial kitchen business incubator operation to the City Manager for his approval prior to operation. ( 10) The PDDA shall maintain adequate financial records and submit a written report to the City Manager by November I " of each year. The records shall include the incubator's income, expenditures, users , and other market activities. Such records shall be kept for at least a period of three (3) years or longer at the direction of the City Manager. 2 • _ t ( 11 ) The PDDA shall comply with applicable federal, state, and local laws and regulations. ( 12) No person shall, on the grounds of race, color, sex, religion or national origin, be excluded from participation in the commercial kitchen business incubator activities or be subject to discrimination. ( 13) Either party may terminate this Agreement upon the giving of thirty (30) days written notice to the other party. This Agreement shall automatically terminate 12-months from the date of execution unless extended by mutual agreement of the parties. ( 14) The terms and conditions of this Agreement may be modified only in writing on the signature of both parties. PASCO DOWNTOWN DEVELOPMENT ASSOCIATION: 1.i1: O.C7LT ./ l "t'A'e'JC L/ Teresa Orosco, President CITYY OFF PASCO: Michael L. G rrison, Mayor ATTEST: APPROVED AS TO FORM: Webster U. Jacks n, City Clerk Leland B. Kerr, City Attorney 3