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HomeMy WebLinkAboutCDCRes2009.02.03ANNA COMMUNITY DEVELOPMENT CORPORATION RESOLUTION NO. Z008-- 0(CQG) A RESOLUTION OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION AUTHORIZING EXECUTION OF AN AGREEMENT FOR EMPLOYEE SERVICES AND APPOINTING THE POSITION OF CHIEF ADMINISTRATIVE OFFICER WHEREAS, the Anna Community Development Corporation (the "CDC"), has received a nomination from the City Manager that Jessica Perkins be appointed to fill the position of Chief Administrative Officer; and WHEREAS, the CDC believes that Jessica Perkins, the Assistant to the City Manager of the City of Anna, Texas is qualified to discharge the duties of Chief Administrative Officer for the CDC and to act as an agent for the CDC in assisting it in its administrative operations; and WHEREAS, the CDC is authorized under its Bylaws, Art. III, Sec. 7(b), to contract with the City of Anna ("City") to utilize the services of City employees to the extent approved by the City; and WHEREAS, the CDC desires to contract for the services of a City employee to undertake the duties and responsibilities of CDC Chief Administrative Officer; NOW THEREFORE, BE IT RESOLVED BY THE ANNA COMMUNITY DEVELOPMENT CORPORATION, THAT: Section 1. Recitals Incorporated The recitals set forth above are incorporated herein for all purposes as if set forth in full. Section 2. Appointment of Jessica Perkins Jessica Perkins is hereby appointed as Chief Administrative Officer of the CDC and is hereby authorized to act in said administrative capacity on behalf of the CDC as set forth in the CDC's Bylaws. Section 3. Authorization to Execute Agreement for City Employee Services The CDC approves the Agreement for City Employee Services considered this day and authorizes the CDC President to execute said Agreement on its behalf. CDC OF ANNA, TEXAS RESOLUTION NO. PAGE 1 OF 2 PASSED AND AP ROVED by the Anna Community Development Corporation this 4� day of , 2001 APPROVED: � a C resid t ATTEST: \/ DC Secre ry CDC OF ANNA, TEXAS RESOLUTION NO. PAGE 2 OF 2 AGREEMENT FOR CITY EMPLOYEE SERVICES THIS AGREEMENT FOR CITY EMPLOYEE SERVICES ("Agreement") is made by and between the Anna Community Development Corporation ("CDC"), and the City of Anna, Texas ("City") Section 1. Purpose In accordance with the Bylaws of the Anna Community Development Corporation, Art. III, Sec. 7(b), and in exchange for services of City staff to be provided to the CDC, the CDC will pay the City compensation for the services of a City employee, who shall dedicate reasonable and necessary time and effort to accomplish the duties and responsibilities of the CDC's Chief Administrative Officer. Section 2. CDC's Obligations The CDC shall annually pay one quarter of the annual salary, benefits, and proportional overhead charges incurred by the City to fill a City employee position with responsibilities that include the administration of the City's economic development activities. The City shall appoint such person, after nomination by the City Manager, as the CDC's Chief Administrative Officer, with all of the associated powers and duties set forth in the CDC's Bylaws. Section 3. City's Obligations The City agrees to fill a City employee position with a person who has the requisite skills and background to serve the City's needs with respect to its economic development activities. The City shall allocate a portion of the time and effort of said person to adequately perform the duties of the CDC Chief Administrative Officer position, however, the management of and authority over said person is vested solely in the City Manager. Section 4. Payment Procedure Within 30 days of the execution of this Agreement by the parties, the CDC shall pay to the City the amount due under this Agreement upon receipt of an invoice from the City. On or near the annual renewal date of this Agreement, the City shall invoice the CDC for the compensation required to be paid under this Agreement and the CDC shall pay to the City the amount due within 30 days of its receipt of the invoice. Payment by the CDC is not refundable unless the City terminates this Agreement before the end of the annual term, in which case the City shall refund to the CDC a proportional amount of the paid invoice that corresponds with the time period between the date of termination of this Agreement and the end of the City's fiscal year. Section 5. Term and Termination The initial term of this Agreement is from the date of execution of the parties until September 307 2009. This Agreement shall automatically renew on September 30 of each subsequent year, unless one of the parties provides written notice to the other rty on or for J 30 AGREEMENT FOR CITY EMPLOYEE SERVICES PAGE 1 OF 3 of such year. Any such termination shall not take effect until 90 days after said written notice has been provided in accordance with this Agreement. Section 6. Amendment This Agreement may not be amended except pursuant to a written instrument signed by both parties. Section 7. Notice To be effective, notice as required by this Agreement shall be in writing and delivered via U.S. certified mail, return receipt requested, at the addresses listed below: CDC CDC Secretary Anna Community Development Corp. 111 N. Powell Parkway Anna, Texas 75409 City City Manager City of Anna 111 N. Powell Parkway Anna, Texas 75409 Each party shall notify the other in writing within 10 days of any change in the mailing - address information listed in this section. Section 8. No Waiver of Immunity Nothing in this Agreement waives any governmental immunity available to either party or either party's officials, officers, agents or employees under Texas law. The provisions of this paragraph are solely for the benefit of the parties hereto and are not intended to create or grant any rights, contractual or otherwise, to any other person or entity, including but not limited to the person designated as Chief Administrative Officer. Section 9. Entire Agreement This Agreement represents the entire and integrated Agreement between CDC and the City and supersedes all prior negotiations, representations and/or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both parties. Section 10. Governing Law and Venue This Agreement shall be governed by the laws of the State of Texas as to interpretation and performance. Any and all legal action necessary to enforce this Agreement shall be brought in a court of competent jurisdiction in Collin County, Texas or in the United States District Court for the Eastern District of Texas, Sherman Division. AGREEMENT FOR CITY EMPLOYEE SERVICES PAGE 2 OF 3 Section 11. Severability The provisions of this Agreement are severable. In the event that any paragraph, section, subdivision, sentence, clause, or phrase of this Agreement shall be found to be contrary to the law, or contrary to any rule or regulation having the force and effect of the law, such decisions shall not affect the remaining portions of this Agreement. Section 12. Contract Interpretation This Agreement is the result of negotiation between the parties, and shall, in the event of any dispute over the meaning or application of any portion thereof, be interpreted fairly and reasonably, and not to be more strictly construed against one party than another, regardless of which party originally drafted the section in dispute. Section 13. Force Majeure If a party is prevented or delayed from performing any of its obligation hereunder due to a natural or manmade event or condition not caused by such party and beyond such party's reasonable control, then such party's performance of those obligations shall be suspended until such time as the event or condition no longer prevents or delays performance. If any event or condition results in the creation of amounts of refuse in excess of ordinary amounts, then the parties shall discuss, but shall not be bound to conclude, terms and conditions for collection of those excess amounts. IN WITNESS WHEREOF, CDC and the City have executed this Agreement. J By: F�iilip Sa ders D Drisk City Mana er CDC President City o n Date-..� Date: Attest:Attest:Wilkisherilyn G fNa uo, re,Jy, CDC S reta AGREEMENT FOR CITY EMPLOYEE SERVICES PAGE 3 OF 3