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HomeMy WebLinkAboutRES.1729.11-05-2001BILL NO. 2001-224 RESOLUTION NO. 1 :2��Ci A RESOLUTION AUTHORIZING THE MAYOR TO EXECUTE A CONTRACT FOR SERVICES WITH THE CAPE GIRARDEAU AREA INDUSTRIAL RECRUITMENT ASSOCIATION BE IT RESOLVED BY THE COUNCIL OF THE CITY OF CAPE GIRARDEAU, MISSOURI, AS FOLLOWS: ARTICLE 1. The Mayor, for and on behalf of the City of Cape Girardeau, Missouri, is hereby authorized to execute a Contract for Services with the Cape Girardeau Area Industrial Recruitment Association. A copy of said Contract is attached to this Resolution and made a part hereof. PASSED AND ADOPTED THIS DAY OF 20 C) ). n ATTEST: Gayle Conrad City Clerk A. M. Spradling, III, Mayo CONTRACT FOR SERVICES THIS AGREEMENT is made and entered into this I q +k day of Decem b PX' , 2001, by and between the CAPE GIRARDEAU AREA INDUSTRIAL RECRUITMENT ASSOCIATION ("Association") and the CITY OF CAPE GIRARDEAU, MISSOURI ("Founder"). WHEREAS, Founder is one of a group of Founders which have established Association to provide services to Founder; and WHEREAS, the Association has been constituted a general not-for-profit corporation in the State of Missouri, whose corporate purpose is to actively solicit business, industry and commerce for the greater Cape Girardeau, Missouri, area; and WHEREAS, Founder is to receive the direct and indirect benefit of the activities and efforts of Association. NOW, THEREFORE, the parties agree as follows: 1. TERM The term of this agreement shall be for three (3) years beginning January 1, 2002, and ending December 31, 2004. 2. PAYMENT Founder shall pay to Association the sum of Fifty Seven Thousand Seven Hundred Fifty Dollars ($57,750) per year for each year of this agreement payable in equal installments of Fourteen Thousand Four Hundred Thirty -Seven Dollars and Fifty Cents ($14,437.50) each, payable January 1, April 1, July 1 and October 1 of each year during the term of this agreement. 3. SERVICES Association will provide to Founder the direct and indirect benefit of Association carrying out the stated corporate purposes of Association which is to solicit and recruit business and commerce to the Cape Girardeau, Missouri, area through establishing an office and hiring personnel to pursue industrial recruitment on a full-time basis as directed by the member of the Board of Directors of Association made up of individuals elected and appointed by the Founders of the Association. 4. FOUNDER REPRESENTATION Founder shall have the right to select two (2) of Association's seven (7) member board of directors, which two directors shall serve staggered terms to be determined in accordance with the bylaws of Association. 5. ANNUAL REPORTS Association will report, not less than annually, to Founder on its recruitment and promotional activities and its financial transactions including details of receipts and expenditures. 6. AREA PROMOTED Association will promote the aggregate geographic area represented by all Founders and shall not promote any activity outside said geographic area without the express unanimous consent of the directors of Association. The aggregate geographic area represented by Founders is that area within the boundary of Cape Girardeau County, Missouri, and within the cities of Cape Girardeau, Jackson and Scott City, Missouri. 7. BOOKS AND RECORDS All books and records of the Association prepared and maintained in the course of its operation shall be the property of the Association and except for the annual reporting above provided for the information contained therein shall be available to Founder and only through Founder's duly elected or appointed representative(s) to the board of directors of the Association. 8. NON -AGENCY Nothing contained herein shall be construed as an agency agreement. Association's only relationship with Founder is to provide the services set out herein and has no authority to, and will not represent itself to have authority to, act on behalf of Founder in any manner except as provided herein. 9. PUBLIC LIABILITY INSURANCE Association agrees to maintain at all times during the term of this agreement, comprehensive public liability insurance in a responsible insurance company, licensed to do business in the State of Missouri, properly protecting and indemnifying Founder in an amount of not less than $100,000 for injury or death to any one person; $1,000,000 for injury or death to any two or more persons arising out of any one occurrence. Association shall have Founder designated as an additional insured on such policy of public liability insurance. 10. TERMINATION Founder shall have the right to terminate this agreement for any calendar year of the agreement (after the first calendar year) by giving written notice to Association of its intention to so terminate. The written notice of termination shall be provided Association on or before September 30 preceding the year Founder is to terminate its obligations under this contract. IN WITNESS WHEREOF, the parties have duly executed this agreement in duplicate the day and year first above written. CAPE GIRARDEAU AREA INDUSTRIAL RECRUITMENT ASSOCIATION — 944A�h - Chairman of the Board of Direct rs Pxecutive Director GIRARDEAU ATTEST: City,,_ Jerk