HomeMy WebLinkAbout09/27/99 EDC MINUTES
THE COLONY ECONOMIC DEVELOPMENT CORPORATION
SPECIAL BOARD MEETING
CITY HALL COUNCIL CHAMBERS
SEPTEMBER 27, 1999
Present: President John Gordon
Treasurer A1 Garcia
Member Steven Sims
Member Bob Norris
Ex-officio Member Sue Walden
Absent: Secretary Delaina Hammock
Staff: Gene Ramsey
Cindi Lane
Guests: Jerry Conner, Economic Development Services
Laurin Prather, Economic Development Services
Item 1.0. Call to Order: President Gordon called the meeting to order at 6:35 p.m.
Item 2.1. Consideration and appropriate action regarding contract for marketing
strategy and implementation services with Zachry Associates: The board
reviewed the draft original contract drawn up by Gene Ramsey, the proposed
revisions made by H.C. Zachry and the opinion of proposed revisions made by
city attorney, John Hill. Recommendations were made to incorporate proposed
changes submitted by Mr. Zachry.
Bob Norris made a motion to approve. A1 Garcia seconded the motion and the
motion carried with all ayes.
The approved contract is as follows:
STATE OF TEXAS §§ MARKETING AGREEMENT
COUNTY OF DENTON §
This Economic Development Marketing Agreement ("Agreement") is made and
entered into on this day of ,199 by and
between The Colony Economic Development Corporation (the "EDC") and Zachry
Associates,, Inc., a Texas corporation, 709 North Second Street, Abilene, Texas 79601
("Zachry").
WHEREAS, the EDC was established by the City of The Colony, Texas (the
"EDC") pursuant to Section 4A of article 5190.6, V.A.T.S. (the Developmem
Corporation Act of 1979) (the "Act"); and
WHEREAS, the EDC has as one of its primary purposes the creation of
additional employment opportunities in the City through the attraction and expansion of
industrial and commercial development in the City; and
WHEREAS, in order to facilitate such purpose, the EDC sought requests for
proposals to provide to the EDC, among other things, creation of marketing materials and
implementation of a comprehensive marketing strategy; and
WHEREAS, the EDC has selected Zachry to perform such services as
incorporated herein.
NOW, THEREFORE, for and in consideration of the mutual covenams and
obligations set forth herein, the benefits flowing to each of the parties hereto, and other
good and valuable consideration, The Colony Economic Developmem Corporation and
Zachry Associates do hereby contract and agree as follows:
Zachry will provide the following services, including, but not limited to, strategic
planning, conceptual development and production of marketing tools and materials. The
printing and website design will be done by Zachry Associates, Inc using full time
employees of Zachry Associates, Inc. The services will also include direction and
execution of design, layouts, research, copy writing, stock photography, negatives, color
separations, map modifications, list assembly and management, digital design and
internet programming, search engine interaction, color proofing, printing, folding,
inserting, mailing packages, sorting for postal discounts, mailings and postage of
mailings.
Specific items to be produced include a graphic image/logo, full color letterheads
and envelopes, full color map/folders with stitched 4-page full color insert, additional
inserts, creation and maintenance of a web-site through August, 2000, creation of two
half page ads for the Dallas Business Journal and four (4) insertions of the advertisements
in the Dallas Business Journal.
The Marketing Schedule is:
October-November-- EDC reviews and approves logo, pocket folder, website,
Dallas Business Journal advertisements and map-brochure
November-December--Production of 1,000 Pocket Folders, Produce 10,000 --
letterheads/envelopes
EDC Minutes, September 27, 1999, Page 2 of 10
December--January Production of 3,000 maps
November -August--Maintenance ofwebsite
December - Mail postcard notification ofwebsite
January--Mailing of 2,500 map-brochures to metro/Texas/national brokers, first
Dallas Business Journal advertisement
March--Second Dallas Business Journal advertisement is run
April~Mail 2,500 update postcards to metro/Texas/national brokers
May--Mail 500 folders with sales letter to metro brokers, repeat first Dallas
Business Journal advertisement, produce pocket folder inserts
July--Mail 2,500 postcards to metro/Texas/national brokers, repeat second
Dallas Business Journal advertisement
1. Incorporation of Recitals. The above and foregoing recitals are true and
correct and are incorporated herein and made a part of this Agreement for
all purposes.
2. Obligations ofZachry. Zachry Associates shall:
A. Commence work immediately after authorization fi.om the EDC
and payment by the EDC of an invoice dated September 17, 1999
for as outlined in Exhibit A attached hereto ("Invoice") in the
amount of $47,229
B. Diligently and faithfully, in a good and workmanlike manner,
pursue the completion of the marketing project, which production
shall be in accordance with all applicable state and local laws,
codes, and regulations.
The projects are listed as the following:
1. After approval by the EDC, creation of a graphic
image/logotype for The Colony, including execution in full
and single colors
2. After approval by the EDC, creation and production of
10,000 full-color letterheads on #22 stock
3. After approval by the EDC, creation and production of
10,000 # 10 full color envelopes on #22 stock
EDC Minutes, September 27, 1999, Page 3 of 10
4. After approval by the EDC, creation and production of
3,000 11" x 17", full color on both sides, map/folders. The
folders will be scored and folded so that the maps will be 8
1/2 x 11. The map/folders will include maps of The City of
The Colony. The copy and illustrations fxom this brochure
will be used in the website.
5. After approval by the EDC, creation and production of
1,000 9" x 12" full color folders on 100# cover glossy
stock. The pocket folders will include four page full
process color inserts which are stitched to the folders.
6. After approval by the EDC, creation and production of
1,000 11" by 17" reprints of the insert (referred to in #5
above) to be used as stand-alone community fliers.
7. After approval by the EDC, creation of a website for The
Colony.
The website will contain approximately 10 pages of
community information and development updates as well
as digitized photos used in the printed pieces referred to
above, and link to developers and other
community/business organizations. The website changes
will be approved by the EDC. The website will be
maintained and updated by Zachry Associates through
August, 2000. Maintenance of the website after September
1, 2000 will be determined by the EDC.
8. After approval by the EDC, development and creation of
concept
and art for two ½ page advertisements in the Dallas Business
Journal.
9. After approval by the EDC, creation of and production of 7,500
5" x 7" full color (on one side, only) postcards on 80# cover
stock
10. After approval by the EDC, creation and production of 7,500
printing
on the back of the cards referred to in # 9 (three versions of
custom printing)
11. After approval by the EDC, creation and production of 2,500
9" x 12" mailer envelopes
EDC Minutes, September 27, 1999, Page 4 of 10
12. After approval by the EDC, creation and production of 500 11"
by 14" mailer envelopes
13. After approval by the EDC, mailing of 5 separate mailers,
sorting and bagging, and paying postage for the mailing of
7,500 post cards and 2,500 envelopes.
14. After approval by the EDC, placement of four ½ page
advertisements in the Dallas Business Journal.
15. After approval by the EDC, in fiscal 2000, assist in assembling
a prospect list and provide CASS certification, duplication
purging, corrections and storage of the 7,500 color 5" x 7" post
cards and addressing and mailing sales letters, sort and bag
10,500 mail pieces in 5 separate mailings.
16. Zachry agrees to consult and meet with the EDC Board of
Directors to discuss the performance of this Agreement.
3. Obligations of the EDC. Subject to the terms and conditions of this
Agreement, and the proper performance by Zachry of its obligations stated
herein, the EDC shall pay to Zachry the sum of EIGHTY FIVE
THOUSAND TWO HUNDRED SEVENTY THREE DOLLARS
($85,273) which payment shall be made in installments as follows:
FORTY SEVEN THOUSAND TWO HUNDRED TWENTY NINE
DOLLARS ($47,229) shall be paid at the authorization of this Agreement,
THIRTY EIGHT THOUSAND FORTY FOUR DOLLARS ($38,044)
balance shall be paid according to the following schedule:
-TEN THOUSAND DOLLARS ($10,000) will be paid before December
1, 1999,
-SEVENTEEN THOUSAND FOUR HUNDRED FORTY FOUR
DOLLARS ($17,444) will be paid by monthly installments of ONE
THOUSAND SEVEN HUNDRED FORTY FOUR DOLLARS AND
FORTY CENTS ($1,744.40) for ten months December, 1999 through
September, 2000.
-TEN THOUSAND SIX HUNDRED DOLLARS ($10,600) will be paid
in four payments of TWO THOUSAND HUNDRED FIFTY DOLLARS
($2,650) as the advertisements appear in the Dallas Business Journal.
Provided, however, that such payments shall be made only after Zachry
has provided to the EDC a written statement setting forth in detail the
EDC Minutes, September 27, 1999, Page 5 of 10
work performed by Zachry for which payment is being sought and
attaching thereto any and all receipts, statements, or invoices in connection
with such work.
4. Termination. EDC may terminate this Agreement or any phase thereof
upon ten (10) days prior written notice to Zachry with the understanding
that immediately upon receipt of such notice, all work and labor being
performed under this Agreement shall cease immediately. Before the end
of the thirty (30) day period, Zachry shall invoice the EDC for all work it
performed prior to the receipt of such notice. No amount shall be due for
lost or anticipated profits. In the event of termination not the fault of
Zachry, Zachry shall be compensated for services properly performed
prior to termination. In the event of termination, if Zachry has been paid
for work hereunder which it has yet to fully perform, Zachry shall
promptly refund to the EDC that portion of funds paid to Zachry for work
which Zachry has not yet performed.
5. Documents. All records and documents, including, but not limited to,
plans, reports, drawings, estimates, recordings, specifications,
investigations and studies, completed or partially completed by Zachry
shall be the property of the EDC and Zachry hereby agrees to deliver and
surrender all such documents
6. Attorney's Fees.
If, as a result of a breach of this Agreement by Zachry, the EDC employs
an attorney or attorneys to enforce its rights under this Agreement, then
Zachry agrees to pay the EDC's reasonable attorney's fees and costs
incurred to enforce the breach hereof. If, as a result of a breach of this
Agreement by the EDC, Zachry employs an attorney or attorneys to
enforce its rights under this Agreement, then the EDC agrees to pay
Zachry's reasonable attorney's fees and costs incurred to enforce the
breach hereof.
7. Binding Effect; Assignment. The terms and conditions of this Agreement
are and shall be binding upon the permitted successors and assigns of the
parties hereto. This Agreement shall not be transferred, assigned, or
otherwise conveyed by Zachry without the prior consent of the EDC.
Miscellaneous.
A. Authori~. to execute contract. The undersigned officers and/or agents of
the parties hereto are the properly authorized officials and have the
necessary authority to execute this Agreement on behalf of the parties
hereto, and each party hereby certifies to the other that any necessary
resolutions or other act extending such authority have been duly passed
and are now in full force and effect.
EDC Minutes, September 27, 1999, Page 6 of 10
B. Severabili.ty. If any clause, paragraph, section or portion of this
Agreement shall be found to be illegal, unlawful, unconstitutional or
void for any reason, the balance of the Agreement shall remain in full
force and effect and the parties shall be deemed to have contracted as if
said clause, section, paragraph or portion had not been in the Agreement
initially.
C. Payments and Notice. All payments, notices, demands, or requests from
one party to another shall be personally delivered or sent by United States
mail certified, or registered, return receipt requested, postage prepaid, to
the addresses stated in this Section
To the EDC: To Zachry:
5151 N. Colony Blvd. 709 North Second Street
The Colony, Texas 75056 Abilene, Texas 79601
Attn: Gene Ramsey Attn: HC Zachry
Executive Director
Notice shall be deemed to have been given (i) if by hand delivery, at the
time of delivery, or (ii) if mailed, seventy-two (72) hours after the deposit
of same in any United States mail post office box in the State to which the
notice is addressed or ninety-six (96) hours after the deposit in any such
post office box in other than the State to which the notice is addressed,
postage paid, addressed as set forth above. The addresses and addressees
for the purpose of this Section may be changed by giving notice of such
change in the manner herein provided for giving notice. Unless and until
such written notice is received the last addresses and addressee stated by
written notice, or provided herein if no written notice of change has been
sent or received, shall be deemed to continue in effect for all purposes
hereunder.
D. Entire agreement. This Agreement represents the entire and integrated
agreement between the EDC and Zachry 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 the EDC and Zachry.
E. Applicable law. The validity of this Agreement and of any of its terms or
provisions, as well as the rights and duties of the parties hereto, shall be
EDC Minutes, September 27, 1999, Page 7 of 10
governed by the laws of the State of Texas. This Agreement shall be
performable and all compensation payable in Denton County, Texas.
Venue under this Agreement lies in Denton County, Texas.
F. Confidential Information. Certain information may, from time to time,
be deemed confidential by the EDC. Access to such confidential
information shall be restricted to those of Zachry's personnel with a need
to know and engaged in a permitted use. Except as authorized by the
EDC, any reports, documents, writings, records, or any other matter
prepared by Zachry in connection with this Agreement and which is
indicated by the EDC to be confidential shall neither be exhibited nor
distributed in any way to any third party.
G. Indemnity. Zachry shall indemnify the EDC, its officials, officers,
employees and agents against, and hold the EDC, its officials, officers,
employees and agents harmless from, any and all liability, actions, causes
of action, lawsuits, judgments, claims, damages, costs or fees, including
reasonable attorney's fees, for any injury to or the death of any person or
damage to or destruction of any property resulting from or based upon, in
whole or in part, any act or omission of Zachry, its officers, employees
and agents under this Agreement. The provisions of this paragraph shall
survive the termination of this Agreement.
H. Rights and Remedies Cumulative. The rights and remedies provided by
this Agreement are cumulative and the use of any one right or remedy by
either party shall not preclude or waive its right to use any or all other
remedies. Said rights and remedies are given in addition to any other
rights the parties may have by law statute, ordinance, or otherwise.
SIGNED this the -, day of ,199_.
EDC Minutes, September 27, 1999, Page 8 of 10
THE COLONY ECONOMIC
DEVELOPMENT CORPORATION ZACHRY ASSOCIATES
By:
By:.
Typed Name
Typed Name
Its: Its:
ATTEST:
Typed Name
Its:
EXHIBIT A
September 17, 1999
INVOICE
Zachry Associates
709 North Second Street
Abilene, Texas 79601
915.677.1342
FAX 915.672.2001
Services strategic planning, conceptual development and production of marketing tools
and materials to be used in the marketing of economic development for The Colony,
Texas. Services include direction and execution of design, layouts, research, copywriting,
stock photography, negatives, color separations, map modifications, list assembly and
management, digital design and internet programming, search engine interaction, color
proofing, printing and folding as required for an economic development graphic logo for
The Colony; creation and production of 10,000 full color letterheads; 10,000 #10 full
color envelopes; 3,000 1 lx17 full color map/folders, 1,000 9x12 full color pocket folders
with stitched 4-page color insert; 1,000 additional inserts converted to community fliers;
a website; and two half/page ads for Dallas Business Journal:
Contract services for above .................... $47,229
Tax exempt
EDC Minutes, September 27, 1999, Page 9 of 10
65
Presidem Gordon adjourned the meeting at : .
Cindi Lane
Executive Secretary
EDC Minutes, September 27, 1999, Page 10 of 10