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HomeMy WebLinkAboutPR 24187: APPROVAL OF AGREEMENT BETWEEN THE EDC AND GRANTWORKS P.R.NO. 24187 02/19/2025 RPC RESOLUTION No. A RESOLUTION OF THE CITY OF PORT ARTHUR, TEXAS TO RESCIND AND REPEAL RESOLUTION No.25-059 FOR FAILURE TO FOLLOW PROPER LEGAL PROCEDURE IN COMPLIANCE WITH TEXAS LOCAL GOVERNMENT CODE, CHAPTERS 501 AND 504. SAID RESOLUTION AUTHORIZING THE PORT ARTHUR ECONOMIC DEVELOPMENT CORPORATION TO ENTER INTO A CONTRACT WITH GRANTWORKS INC.TO IDENTIFY AND PREPARE GRANTS IN AN ANNUAL AMOUNT NOT TO EXCEED $55,000. WHEREAS, on February 11, 2025, the City Council of the City of Port Arthur, Texas approved Resolution No. 25-059, a Resolution authorizing the Port Arthur Economic Development Corporation(PAEDC)to enter into a contract with GrantWorks Inc.of Austin,Texas for the purpose of identification of available grants and subsequent application preparation for the purpose of expanding the efficacy of PAEDC's impact on the economy of the City of Port Arthur in an ANNUAL AMOUNT NOT TO EXCEED $55,000 ("Contract")See Exhibit 1; and WHEREAS, after the City Council's approval of Resolution No. 25-059 on February 12, 2025, the PAEDC's Chief Executive Officer notified the City Council that there was a procedural error. Apparently, the PAEDC's Board of Directors had not approved the Contract with an ANNUAL AMOUNT NOT TO EXCEED $55,000 prior to submitting it to the City Council. See Exhibit 2 WHEREAS,since proper legal procedure was not followed to approve Resolution No.25-059,the City Attorney hereby requests that Resolution No. 25-059 be rescinded and repealed to comply with the Texas Local Government Code, Chapters 501 and 504. Now THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PORT ARTHUR,TEXAS: SECTION 1. That the facts and above-recitals are true and correct. SECTION 2. That the City Council of the City of Port Arthur hereby rescinds and repeals Resolution No. 25-059 for failure to comply with Texas Local Government Code, Chapters 501 and 504. SECTION 3. That said Contract may be reconsidered by the City Council after corrective action has been taken. SECTION 4. That this Resolution shall take effect immediately from and after the date of passage and is so resolved. Fr SECTION 5. That a copy of the caption of this Resolution shall be spread upon the Minutes of the City Council. READ,ADOPTED AND APPROVED,this 25th day of February, 2025 AD,at a Regular Meeting of the City Council of the City of Port Arthur, Texas by the following vote: AYES: Mayor: Councilmembers: NOES: Thurman"Bill"Bartie, Mayor ATTEST: Sherri Bellard, City Secretary APPROVED • Roxann Pais Cotroneo, JD, City Attorney APPROVED FO DMINISTRATION: Ronald Burton , City Manager EXHIBIT 1 P.R. 24129 roar.'.,: wuai 3R Fat: -.-tt amwsip. t'±s '?.S>:.s..: :.•t is. ,,,,, . r ,:.E.:c:,..'. : .c, re%.sr.,,s.>_.,,,, . _:;.:;., ,e,,.,.. ,. ..s='. , .._: - - t g" x Z_Cy PORT*ARTH[JR ONOMIC DEVELOPMENT CORPORATION MEMORANDUM Date: January 26,2025 To: Honorable Mayor and Members of the City Council of Port Arthur Through: Ronald Burton,Port Arthur City Manager From: Terry Stokes,PAEDC Chief Executive Officer RE: PR 24129 1 Regarding the 5-year service contract between the Port Arthur Economic Development Corporation and GrantWorks, Inc. Introduction: The intent of this Agenda Item is to seek the Council's consideration and approval of a 5-year service contract with GrantWorks, Inc. Background: The PAEDC seeks to engage the services of GrantWorks, Inc. to enhance its capacity to attract and retain businesses by leveraging the firm's proven 95%success rate in securing federal, state, and private grant funds. GrantWorks will offer comprehensive research, grant application preparation,and technical services through this engagement. Their expertise will significantly bolster the PAEDC's ability to secure funding,thereby advancing the development and economic growth of Port Arthur. The attached contract outlines the terms and conditions of this engagement. Budget Impact: The budget impact for this item is an annual amount not to exceed $55,000.00. Funding in EDC Account No. 120-80-625-5420-00-00-000 (Professional Services). Recommendation: It is recommended that the City Council approve the Purchase Agreement with GrantWorks, Inc. Section 3. That a copy of this Resolution shall be spread upon the Minutes of the City Council. READ, ADOPTED AND APPROVED on this day of A.D., 2025, at a Meeting of the City Council of the City of Port Arthur. Texas. by the following vote: AYES: Mayor Councilmembers NOES: Thurman Bartie, Mayor ATTEST: Sherri Bellard,City Secretary APPROVED: Terry Stokes,PAEDC CEO APPROVED AS TO FORM: Charles Zech,PAEDC Attorney DENTON NAVARRO RODRIGUEZ BERNAL SANTEE & ZECH,P.C. Stan Springerley,Senior Associate Attorney #1155970 Page 2 �` � o- *�Tr. : . ,>u'. ,. "�P'-c ,�.: � '�".'eti �..E,.:,.__..' .� .� 2:� �. .i�+rxc$i3tf�r�,�..:_s. ,- .,z.._e�r ir.,....., _ e,- _.._ -. .. .:,--.-,,Y .. v- r � ,. ^n .€°a �::w� �' , cam. ,� .,3=.,,..; ,-:- _ ... ..... .-.... PROJECT DELIVERY SERVICES PART I-AGREEMENT THIS AGREEMENT, MADE THE DAY OF 2025,BY AND BETWEEN THE PORT ARTHUR ECONOMIC DEVELOPMENT CORPORATION, TEXAS, hereinafter referred to as the Client, and GRANTWORKS, INC., Austin, Texas, hereinafter referred to as the Consultant, procured in conformance with Local Government Code 252/262 and 2 CFR Part 200. I. SCOPE OF BASIC SERVICES. Consultant agrees to render Client grant application preparation, research, submission,and administration services.,if awarded and authorized by Client,for various grant programs,(the"Contract"),as administered by various federal,state,and foundational agencies(the"Department"),as provided in the provisions titled, "Part III, Scope of Basic Services" and attached hereto and incorporated by reference herein (the "Services").These services are restricted to the time and expertise of the Consultant's staff(see Section IV B). Consultant shall promptly inform the Client if any third-party services become required so that appropriate arrangements may be made. II. TIME OF PERFORMANCE. The time of services of Consultant shall commence no earlier than upon execution of this agreement. In any event, Consultant shall use commercially reasonable efforts to perform all services required and performed hereunder within five(5)years. Client and Consultant may,upon mutual agreement, extend the time of service to allow for completion of any unfinished authorized work. Individual work authorizations for each application and/or administration work assignment will be issued by Client to Consultant and will contain the specific time of performance, including any deadlines. III. COMPENSATION AND METHOD OF PAYMENT. For and in consideration of the foregoing, Client agrees to pay Consultant a base fee of Five Thousand Dollars ($5,000) per federal, state and private foundation grant application. A base research fee of one hundred twenty-five dollars ($125.00)per hour of research up to three months. The total of these fees annually will not exceed fifty-five thousand dollars($55,000). Listing of specific milestones shall not be construed as a representation or warranty,and Consultant makes no representations or warranties, that these milestones measure overall contract progress facilitated by the Consultant's performance of the services,and any particular milestone will be achieved or that any specific Department or other requirements ultimately will be met. The fee schedule shall be based upon identified contract milestones, as follows: 1 . 1 payable to Consultant specified in Section III. Expenditures for such services shall require prior approval by Client. V. CHANGES AND AMENDMENTS. The Client may, from time to time, request changes in the scope of services of the consultant to be performed hereunder. Such changes, including any increase or decrease in the amount of the Consultant's compensation, must be mutually agreed upon by and between the Client and the Consultant and shall be incorporated in written amendments to this Agreement. If a change is requested but the parties cannot agree on the specific terms of such change, the parties may mutually agree to terminate this Agreement. Absent such agreement to terminate,the Agreement will continue without the change. VI. ASSIGNABILITY. Neither party shall assign any interest in this Agreement or transfer any interest in the same, without the prior written consent of the other party, not to be unreasonably withheld, provided, however, that claims for money by the Consultant from the Client under this Agreement may be assigned to a bank, trust company, or other financial institution without such approval. Written notice of any such assignment or transfer shall be furnished reasonably promptly to the Client. VII. RECORDS AND AUDITS. During the term of this Agreement,the Consultant shall assist the Client in maintaining fiscal records and supporting documentation for all expenditures of funds made under the Contract. Such records must include data on racial, ethnic. and gender characteristics of persons who are applicants for,participants in, or beneficiaries of the funds provided under the Contract. Client shall retain such records, and any supporting documentation,for the greater of three years from closeout of the Contract or the period required by other applicable laws and regulations. VIII. MISCELLANEOUS PROVISIONS. A. Governing Law. This Agreement shall be construed under and accord with the laws of the STATE OF TEXAS, and all obligations of the parties created hereunder are performable in the county in which Client's primary office is located. B. Binding Effect;No Third-Party Beneficiaries. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, legal representative, successors and permitted assigns. This Agreement does not and is not intended to confer any rights or remedies to any person other than the parties to this Agreement. C. Severability. In any case one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision thereof and this Agreement shall be construed as if such invalid, illegal,or unenforceable provision had never been contained herein. D. Attorneys' Fees. If any action at law or in equity is necessary to enforce or interpret the terms of this Agreement, each party shall be responsible for its respective attorneys' fees, costs, and necessary disbursement. E. Provision of Information. It is agreed that all information, data, reports and records and maps as are existing, available and necessary for the carrying out of the work outlined in this Agreement shall be furnished to the Consultant by the Client and its agencies. No charge will be made to Consultant for such information and the Client and its agencies will cooperate with Consultant in every way possible to facilitate the performance of the work described in this Agreement. :. ._.,_...-.... M. Force Majeure. A "Force Majeure Event" means any event or cause beyond a party's reasonable control (including, and without limitation, construction delays, fire, flood, rain, weather, casualty, explosions, damage by third parties whether negligently or intentionally caused, strikes, work stoppages, picketing, acts of God or other casualties, or the laws or actions of any governmental authority),as a result of which at any time a party is unable to perform any of its obligations under this Agreement. If a Force Majeure Event occurs during the term of this Agreement that prevents the Consultant from performing its obligations hereunder,the Consultant and the Client will,in good faith, mutually agree on one of the following alternatives:(1)extend the time for performance or(2)terminate this Agreement and, as mutually agreed, cause the payment to Consultant of fees not yet paid for services performed prior to the occurrence of the Force Majeure Event or cause the refund to Client of fees previously paid for services that were not performed prior to the occurrence of the Force Majeure Event. IX. TERMS AND CONDITIONS. This Agreement is subject to the provisions titled "Part II Terms and Conditions" and "Part III Scope of Basic Services,"which each are attached hereto and hereby are incorporated by reference. Agreeinnt t,r Af.!rninistration S:r.1_-Cs 1'4_6l'6 of lf±, VII. TERMINATION OF AGREEMENT FOR CAUSE. In accordance with 2 CFR 200 APPENDIX II (B), if the Consultant shall fail to fulfill in a timely and proper manner his/her obligations under this Agreement, or if the Consultant shall violate any of the covenants, agreements, or stipulations of this Agreement, the Client shall provide written notice to Consultant reasonably specifying the failure or violation. If Consultant fails to cure such failure or violation within five (5) business days of receiving such notice or, if the failure or violation is incapable of cure within such time frame, to begin to take actions to cure such failure or violation and to diligently pursue them to completion, Client thereupon shall have the right to terminate this Agreement immediately by giving written notice to the Consultant. Consultant shall be entitled to receive just and equitable compensation for any work satisfactorily completed hereunder. In such event,all finished documents,data, studies, surveys, drawings, maps, models, photographs and reports prepared by the Consultant under this Agreement shall, at the option of the Client,become its property. VIII. TERMINATION OF AGREEMENT FOR CONVENIENCE. Either the Client or the Consultant may terminate this Agreement at any time by providing at least ten(10) days' notice in writing to the other party to this Agreement. If the Agreement is terminated as provided herein,the Consultant will be paid for the time provided and expenses incurred up to the termination date. In such event, all finished documents, data, studies, surveys, drawings, maps, models, photographs and reports prepared by the Consultant under this Agreement shall, at the option of the Client, become its property. - IX.CONFLICTS OF INTEREST A. Governing Body: Client agrees that no member of its governing body,no other public official,and no other officer,employee,or agent of the Client who exercises any functions or responsibilities in connection with the planning and carrying out of the program, shall have any personal financial interest, direct or indirect, in this Agreement, and Client shall take appropriate steps to assure compliance with this requirement. B. Other Local Public Officials. No other public official who exercises any functions or responsibilities in connection with the planning and carrying out of administration, construction, engineering or implementation of ANY GRANT award between the Department and the City/County shall have any personal financial interest, direct or indirect, in the Consultant or this Agreement; and the Consultant shall take appropriate steps to assure compliance. C. Consultant and Employees.The Consultant warrants and represents that it has no conflict of interest associated with ANY GRANT award between the Department and the Client or this Agreement. The Consultant further warrants and represents that it shall not acquire an interest,direct or indirect, in any geographic area that may benefit from ANY GRANT award between the Department and the Client or in any business, entity, organization or person that may benefit from the award. The Consultant further agrees that it will not employ an individual with a conflict of interest as described herein. X.DEBARMENT AND SUSPENSION(EXECUTIVE ORDERS 12549 AND 12689). Agreement ibr(hart Administration Services Pase 8 of 16 D. SECTION A109 OF THE HOUSING & COMMUNITY DEVELOPMENT ACT OF 1974.Under Title VI of the Civil Rights Act of 1964, no person shall on the ground of race, color, religion, national origin or sex be excluded from participation in, be denied the benefits of; or be subjected to discrimination under any program or activity funded in whole or in part with funds made available under this Title. E. EQUAL OPPORTUNITY CLAUSE. During the performance of this Agreement, the Consultant agrees as follows: i. The Consultant will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin.The Consultant 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, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. ii. The Consultant will, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive considerations for employment without regard to race, color, religion, sex, sexual orientation, gender identity,or national origin. iii. The Consultant will not discourage or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation,proceeding,hearing,or action,including an investigation conducted by the employer, or is consistent with the Consultant's legal duty to furnish information. iv. The Consultant will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section and shall post copies of the notice in conspicuous places available to employees and applicants for employment. v. The Consultant will comply with all provisions of Executive Order 11246 of September 24, 1965, "Equal Employment Opportunity," and of the rules, regulations, and relevant orders of the Secretary of Labor. vi. The Consultant will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto,and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. vii. In the event of the Consultant's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction Agreement for Grant Administration Services If the Federal award meets the definition of"funding agreement"under 37 CFR§401.2(a)and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants,Contracts and Cooperative Agreements,"and any implementing regulations issued by the awarding agency. (2 CFR 200 Appendix II (F)). XVI. ENERGY EFFICIENCY. The Consultant shall comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act(Pub. L. 94A 163, 89 Stat. 871). (2 CFR 200 APPENDIX II (H) and 42 U.S.C. 6201). XVII.VERIFICATION NO BOYCOTT ISRAEL. As required by Chapter 2270.002,Government Code,the Consultant hereby verifies that it does not boycott Israel and will not boycott Israel through the term of this Agreement. For purposes of this verification, "boycott Israel"means refusing to deal with,terminating business activities with, or otherwise taking any action that is intended to penalize,inflict economic harm on,or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli-controlled territory, but does not include an action made for ordinary business purposes. XVIII. NO FOREIGN TERRORIST ORGANIZATIONS. Pursuant to Chapter 2252.152, Government Code,the Consultant represents and certifies that, at the time of execution of this Agreement neither the Consultant, nor any wholly owned subsidiary, majority-owned subsidiary,parent company or affiliate of the same(i)engages in business with Iran, Sudan, or any foreign terrorist organization as described in Chapters 806 or 807 of the Government Code, or Subchapter F of Chapter 2252 of the Government Code, or (ii) is a company listed by the Texas Comptroller of Public Accounts under Sections 806.051, 807.051, or 2252.153 of the Government Code. The term "foreign terrorist organization" in this paragraph has the meaning assigned to such term in Section 2252.151 of the Government Code. XIX. PUBLIC WORKS AND ECONOMIC DEVELOPMENT ACT OF 1965,AS AMENDED. The work to be performed under this Contract is on a project assisted under a program providing direct Federal financial assistance from the U. S. Department of Commerce, Economic Development Administration. For Public Works and Development Facilities under the Public Works and Economic Development Act of 1965, as amended,the Financial Assistance Award to the Client supports the project and effort described herein, which is incorporated into this agreement by reference. Where terms of this agreement differ,the terms of the Financial Assistance Award shall prevail. Agreement for Grant Administraticr.Sereices Page 12« i. A. Assist in the acquisition of parcels related to the project activities. B. Prepare required acquisition report(s). C. Advise Client of general procedures required under the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 as they pertain to the project. D. Create correspondence and notifications to property owners. E. Coordinate with third-party service providers such as appraisal, survey, and legal. F. Costs for any third-party acquisition services shall be the Client's responsibility. G. Secure signatures and file required forms. V. CONSTRUCTION PHASE MANAGEMENT— BID/CONTRACT TYPE(DAVIS-BACON LABOR STANDARDS) A. Assist Client in documenting compliance with all federal and state requirements related to equal employment opportunity. B. Assist Client in documenting compliance with all federal and state requirements related to minimum wage and overtime pay requirements. C. Aid or act as local labor standards officer for this project. D. Select and verify wage rate with Department. E. Request bid packet, bid advertisement, bid tabulation, and contract prepared by engineer or architect to review upon receipt for compliance with ANY GRANT requirements. F. Make ten-day call to Department. G. Verify construction contractor and any subcontractors for eligibility. H. Submit start of construction documents to Department. I. Attend(conduct if necessary)pre-construction conference and prepare minutes. J. Review weekly payrolls and conduct compliance follow-ups. K. Submit any additional classifications to Department. L. Coordinate employee interviews to evaluate Davis-Bacon wage compliance. M. Assist Client and engineer or architect in the review,processing and submittal of change orders. N. Maintain Monthly Employment Utilization Reports. O. Obtain Certificate of Construction Completion/Final Wage Compliance Report and submit to Department. VI. AUDIT/CLOSE-OUT PROCEDURES A. Prepare the final Project Acceptance Report, Federal Financial Interest Report,and Certificate of Completion. B. Assist Client in responding to any monitoring and audit findings and resolving any third-party claims. C. Provide auditor with ANY GRANT audit guidelines. *Services related to contract amendments or modifications, reassessment of the Environmental Review Record resulting from a contract amendment, or documentation of in-kind contributions or force account labor exceeding twenty-five thousand dollars only($25,000)may be subject to additional charges payable to GrantWorks(see Section IV of this Agreement). Agreement for Giant Adrninistranon SeiN ices Page 14 of 10 IN WITNESSETH HEREOF,the Client and the Consultant have executed this Agreement as of the date indicated. CONSULTANT: CLIENT: GrantWorks, Inc. PORT ARTHUR ECONOMIC 2201 Northland Drive DEVELOPMENT CORPORATION Austin,Texas 78756 501 Procter St., STE 100 Port Arthur,TX. 77640 BY: GIVEN BY MY HAND: BRUCE J. SPITZENGEL Darrell Anderson. PRESIDENT President DATE DATE WITNESSETH: Kaala Jacobs. Secretary DATE CLIENT LEGAL COUNSEL: Approved as to Form BY DATE EXHIBIT 2 Email Notification from PAEDC's Chief Executive Officer to City Council dated February 12, 2025 Roxann Cotroneo From: Terry Stokes <tstokes@paedc.org> Sent: Wednesday, February 12, 2025 3:48 PM To: Ron Burton; Roxann Cotroneo; Sherri Bellard Subject: [NON-CoPA] Regarding Proposed Resolution 24129 Good afternoon, Mayor, Council Members, and Colleagues, I must extend to you my apologies regarding Proposed Resolution 24129 relative to a contract with GrantWorks, Inc. that was taken up by the Council last evening. Immediately after the meeting, I received a message from my Deputy alerting me that indeed there was a discrepancy between what was submitted to and approved by the PAEDC's Board of Directors and what was presented to the City Council. It appears we made an error in that the Board of Directors approved the contract reflecting only the proposed rate charges for the various types of services provided by GrantWorks.We failed to provide them with a total not-to-exceed amount for budgetary purposes as part of the contract's approval.The total not-to-exceed amount was in fact included in the proposed resolution and supporting documentation for the City Council. The revised document should have gone back to the Board of Directors for their approval of the budgetary amount and then been submitted to the City Council.The fault for this error rests completely with me. This was an oversight on my part. At this point,all I can do is extend my heartfelt regret for the inconvenience and confusion. I will place the corrected contract on the agenda for the Board of Directors' next meeting for their subsequent approval. With my deepest apologies, Chief Executive Officer Port Arthur Economic Development Corporation 501 Procter Street,Suite 100 Port Arthur,Texas 77640 Office: 409-963.0579 Mobile: 409.282.9878 1