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Published by smcdowell, 2019-03-25 13:24:30

March Board Meeting Documents

March Board Meeting Documents

PASADENA ECONOMIC DEVELOPMENT CORPORATION
1149 Ellsworth Drive
Pasadena, TX 77506

PASADENA ECONOMIC DEVELOPMENT CORPORATION
NOTICE

TAKE NOTICE that the Board of Directors (“the Board”) of the Pasadena Economic
Development Corporation will hold a Pre-Board meeting at 3:00 p.m. and a Board meeting
immediately following the Pre-Board Meeting, in the Pre-Council Conference Room, 1149
Ellsworth Drive, Pasadena, Texas, on Thursday, March 28, 2019. At such meeting, the Board will
consider the following matters:

BOARD MEETING AGENDA

1. Call to order.

2. Invocation.

3. Pledges of Allegiance.

4. Acceptance of the sworn statement.

5. Administration of Oath of Offices to newly appointed board members, roll call.

6. Election of Officers

7. Consideration of approval of minutes from meeting held on February 28, 2019.

8. Public Comments.

9. Presentation
a. Ethics/Open Meetings Act/Permissible Projects Presentation – Jeff Moore,
Brown & Hofmeister, LLP.

10. Project Status Update from Robin Green, Director of Public Works.

11. Report by Executive Director.

12. Board Actions – Resolutions.

a. Consideration to approve the acceptance of funds from CenterPoint Energy
not to exceed the annual amount of $12,000.00.

PEDC Meeting Agenda: 3/28/2019 1 of 3


b. Consideration to authorize Staff to reimburse eligible legal expenses related
to the Harris County Grand Jury Investigation and Indictments in an amount
not to exceed of $300,000.00.

c. Consideration to approve and adopt the Business Enhancement Program
Guidelines, Application and Grant Agreement for release and circulation.

d. Consideration to authorize Staff to approve and award a contract for the
demolition of the High Rise Building at 1001 Southmore Avenue (CIP# M039)
to D.H. Griffin of Texas, Inc., lowest responsible bidder, in the amount of
$748,000.00, with a 10% contingency of $74,800.00 for a total appropriation
of $822,800.00.

e. Consideration to authorize Staff to negotiate and execute an agreement for
professional and consulting services with Loflin Environmental Services, Inc.
for the High-Rise Building at 1001 Southmore Avenue (CIP# M039) in the
amount of $22,250.00.

f. Consideration to authorize Staff to negotiate and execute an agreement with
ERC Environmental and Construction Services, Inc. to provide project
management services for demolition of the High Rise Building at 1001
Southmore Avenue (CIP# M039) in the amount of $48,000.00.

g. Consideration to authorize Staff to negotiate and approve a design agreement
with Gerry DeCamp, P.E., PTOE, for the Traffic Mobility Improvements Phase
II Project (CIP #T014) in the amount of $218,842.00.

13. Comments by Board Members.

14. Executive Session.

a. Convene in executive session pursuant to Section 551.087, Texas Government
Code to deliberate regarding economic development negotiations for Business
Attraction/Retention Projects.

b. Convene in executive session pursuant to Section 551.087, Texas Government
Code to deliberate regarding economic development negotiations for Business
Attraction/Retention Projects – Project #1901.

c. Convene in executive session pursuant to Section 551.072, Texas Government
Code to deliberate the purchase, exchange, lease or value of real property –
Project #1902.

15. Reconvene Into Regular Session.

PEDC Meeting Agenda: 3/28/2019 2 of 3


The Board will reconvene into Regular Session, pursuant to the provisions of
Chapter 551 of the Texas Government Code, to take any action necessary
regarding:

a. Deliberation regarding economic development negotiations for Business
Attraction/Retention Projects.

b. Deliberation regarding economic development negotiations for Business
Attraction/Retention Projects – Project #1901

c. Deliberation regarding real property – Project #1902.

16. Adjournment.

PEDC Meeting Agenda: 3/28/2019 3 of 3


PASADENA ECONOMIC DEVELOPMENT CORPORATION

Pre-Board Meeting

Conducted in the Pre-Council Conference Room at City Hall

February 28, 2019, 3:02 p.m.

Minutes

Members present: Members Absent:
Steve Cote, President Randy Drake, Treasurer
Rick Lord, Vice President Ernesto Paredes
Emilio Carmona, Secretary
Marilyn Wilkins
Steve Phelps

Others Present:
Jeff Moore, Brown & Hofmeister, LLP (via conference call)
Carlos Guzman, Pasadena EDC Executive Director
Rick Guerrero, Pasadena EDC Manager
Suzette McDowell, Pasadena EDC Marketing Manager
Robin Green, Public Works Director
Karina Tomlinson, PEDC Executive Assistant
Sheena Salvino, EDC Redevelopment Manager
Call to Order
The Pre-Board meeting for the February 28, 2019 Pasadena Second Century Corporation d/b/a
Pasadena Economic Development Corporation was called to order at 3:02 p.m. by President,
Steve Cote.

(6) Discussion

a. Update and discussion regarding a Business Enhancement Program and related
expenditures.
• Carlos briefly introduced Sheena to the Board.

• Sheena began her presentation with some background as far as how this program is
tied to the Strategic Plan. She indicated this is going to be a matching grant program
for eligible businesses in the target area to complete infrastructure enhancement
projects. Some target streets are Richey, Red Bluff, Shaw, Shaver and Pasadena Blvd.
Some examples of eligible expenditures include architectural & engineering fees,
exterior demolition, doors, windows, shutters, basically structural improvements to
façade. Ineligible expenditures would be permit fees, acquisition of buildings or land,
project costs incurred prior to grant approval, routine maintenance and other similar
expenditures. She then proceeded to summarize the process from the submittal of
the application to the reimbursement and close out. The review process is something

PSCC/PEDC Meeting Minutes: 2/28/2019 1 of 8


she’s looking for feedback on but it begins with staff review and scoring, if partner
department needs to take a look at it the application would be passed along and then
finally it would be submitted for board review.
• Carlos added that other cities including Baytown run programs such as this. These are
major corridors, not residential that the EDC and the City are already spending money
on.
• Sheena added that this isn’t the first time that this type of project is done. This is the
3rd go around, we’re just moving it forward to take advantage of what’s going on now.

b. Pasadena Blvd. Enhancement Project Update
• Carlos briefly reviewed the history of the project and introduced the guest speakers,
Scott Slagle and
• Scott stated that they were there to provide an update. What can we have, what
can we have when. There is a lot of stuff going on in a very narrow corridor. Chris
will address that and if there are any questions to go ahead and ask.
• Chris reviewed the study area that they are using and presented different maps
with different information. He began with the one showing ownership. What
properties the City of Pasadena currently owns, which ones are more or less
institutions, or semi-public, and private. There are a few lots not compliant with
ordinances that we are looking for opportunities of acquisition. Currently for the
roadway project from Harris north the City is acquiring ROW from both sides of the
street. The next map showed all the neighborhood connections focusing on
circulation. The following was the major or master plan for the area, they are
identifying a hierarchy of gateways. One from the highway as you enter Pasadena
there is larger monumentation and smaller ones that get you into the neighborhood.
The main component or node being identified is the crossing at Little Vince. Along
this opportunity they are seeing additional acquisition for certain properties to have
a continuous greenway along the bayou and a pedestrian trail that would connect
from that gateway to Southmore. The mall redevelopment is what is anchoring the
southern corridor. The next few slides were a more in depth analysis of just the
corridor. As Scott mentioned, the existing condition is very limited. We only have 60
ft. of ROW with 4 lanes of traffic. This is only allotting a small area for pedestrian
traffic and limiting the safety perception of that corridor. They are seeing a layering
effect, first with the roadway you’ll have infrastructure improvements such as
sidewalks, streets, street lights. In the future another layer that could be larger
monumentation. The proposed condition is about acquiring an additional 15 ft. of
ROW with acquisition mostly on the West side of Pasadena Blvd. You can see the
pedestrian area is still very small on both sides. Further down by 225 there is a
median there and another opportunity for changing materials right off of the
highway identifying a different space. He pointed out several other Gateway
opportunities, including one at Little Vince and enhanced street lighting where we
can have branding on the street signs, way finding, banners on the street lights.
There is a lot of opportunities that the corridors present.
• Steve Cote asked if there was any ideas on costs. Chris stated they are very high
level on cost, but running numbers on certain utilities and improvements.

PSCC/PEDC Meeting Minutes: 2/28/2019 2 of 8


• Steve asked about one of the first slides. Chris indicated there were 2 different
layers, the red was retail/business and the blue was either City of Pasadena or
institutions. All the tan is residential. Steve asked for his thoughts. Chris stated as
you go along the corridor, uses change. Before Little Vince it is very retail, then there
is a hub of small community. They have identified a lot of vacant uses in that area to
be redeveloped as a mixed use.

• Marilyn asked him to go over the slide with the ROW issues.

(7) Project Status Update from Robin Green, Director of Public Works
• Utility Development on Red Bluff and Preston Rd. is 80% complete. Working on
section repairs. Gateway Sign – Finally after 6 years project is 15% complete. Joe
V’s – other than signal work it is complete. High Rise Building – abatement ongoing;
contract to award demolition expected at March meeting. Pasadena Blvd. – He
received a comment from the City Secretary’s office that they had been contacted
by an attorney stating that the remaining property (the ROW) is going to be
condemned. The original plan was to start construction at the end of the year which
would be possible if they go ahead and acquire the rest of the property. Richey St. –
24% complete and ongoing; weather has affected it. Shaw St. – the bid came in at
$3M which is half a million over what was budgeted and the City is going to pick up
the difference. Traffic Mobility – work has just begun. Fairmont Pkwy Phase III –
essentially finished. What happened at Space Center & Fairmont was that they had
to hand tunnel the last 300 ft. One last thing, if you wanted to complete Shaw St.
you would need an additional $2M.
• Steve Phelps asked what was the 2nd segment of Shaw and Steve Cote clarified that
the Board voted to do half of Shaw St. in front of the Post Office first.

• Marilyn asked in terms of Pasadena Blvd. and traffic counts, if we do the plan as it is
currently being presented are we adding capacity or not? Robin stated that there
are going to be 5 lanes to the 3.5 that basically exist now.

• Steve Phelps commented on when Robin first started that there was some
improvements around Bearle and Grant streets that seemed to bring the
neighborhood back. Robin also mentioned some improvements made on Davis St.
that caused the neighbors to clean up their yards and sidewalks. That any
improvements cause that effect. He stated that the biggest thing they are going to
do is the Grant from FEMA. Steve asked how it will work. Robin stated that basically
the street will be dropped approximately 2 feet. Phase I has been approved and it’s
essentially North Pasadena.

(8) Report by Executive Director

• Carlos began with Project Updates and the Bayport Polymers LLC groundbreaking
that is worth a Billion dollar investment. Bank Building Update – Done with
basement through 6th floors, 10th and 11th floors. Robin mentioned the RFPs that are
due on March 11th and will be opened on March 12th. He hopes to have something
for consideration at the March meeting. Convention Center Updates – MOU
approved by City Council for the group thinking of doing the Crystal Lagoon. They
are moving forward doing their due diligence meeting with stakeholders. They are
estimating they will know in 12 months, but we guess it could be 6 and we will know

PSCC/PEDC Meeting Minutes: 2/28/2019 3 of 8


if they plan on moving forward. Again, this is at no cost to the city, they are
spending roughly $1.25M of their own money so they are vested in getting the right
data. Parks Master Plan Update – The director of Parks informed him that they were
awarded the grant by the Houston Endowment and they procured the 50k match
from another entity so that is now off the table for the EDC. Staff Updates –
reintroduced Sheena and then showed the Board the current Organizational Chart
stating that based on the Strategic Plan there was a call for another position, but
that for the foreseeable future there is not a need for that to happen. If the request
is necessary in the future it will be brought to the Board for consideration. He went
over some of the marketing metrics and emphasized that the most popular landing
page has gone from the Home page to the Available Properties in Pasadena page.
Suzette then jumped in to provide more specific marketing information. There will
be some surveys sent out for User Experience to help enhance the user experience.
There has been significant growth on Facebook and Twitter. Once paid campaigns
begin there will be a larger growth. Steve added that branding is a big deal and what
we want is for someone who gets to the website can easily navigate and find
answers to questions that they might have. Upcoming Events – Re-appointments of
all Board Members will be in the upcoming meeting after the second City Council
meeting in March. Jeff Moore, the Board attorney will be present and giving us a
Best Practice presentation. Recognition Award – TEDC award for Board and Staff
accomplishments. We are now an award winning EDC! Finally times will be set up
for photos for the website and upcoming marketing materials.

(9) Board Action – Resolutions

a) Consideration to authorize Staff to renew an agreement with Impact DataSource, LLC in
the amount of $6,300.00.
• Carlos added that this is the service that we use to run economic impact analysis for
projects.

b) Consideration to authorize Staff to renew an agreement with RealMassive in the amount
of $5,000.00.
• Carlos added that this is the service that he mentioned during his presentation earlier
that people are using on the website to find properties available in Pasadena.

c) Consideration to authorize spending authority by the Executive Director for certain
promotional, administrative, and related expenditures in an amount less than
$25,000.00.
• Steve mentioned a request for a report of expenditures each month.

d) Consideration to authorize Staff to negotiate and execute a contract with Development
Counsellors International (DCI) for professional services in the amount of $90,000.00.
• This item was presented prior to Item (6) Discussion.
• Carlos briefly reviewed how this item relates to the first goal of the Strategic Plan. He
asked Suzette to provide a short review of how DCI was chosen.

PSCC/PEDC Meeting Minutes: 2/28/2019 4 of 8


• Suzette indicated that she spoke to 10 firms total and received 5 formal proposals from
the group. DCI has extensive experience and out of the 5 proposals they are the 2nd
lowest; DCI is proposing the most turn key operation that will deliver not only a brand
strategy, but also all of the collateral and creative that we are looking for in order to
implement a new brand.

• Dariel Curren, Executive Vice President, presenter. Dariel briefly discussed the
experience that DCI has and some background of the company and other cities, states
and countries that they have worked with in Economic Development marketing. Most
recent works include Greater Houston Partnership and the Greater San Marcos
Partnership as well as Garland, TX. The project for Pasadena is a 4 month project with
a start date of April 1st and concluding July 31st as long as everything goes according
to plan. There will be 4 phases and Dariel went through each one. Research &
Discovery, Brand Messaging, Brand Activation, and finally Training & Guidelines for
the implementation process. Dariel continued with some case studies including the
work they did for Sugar Land, TX, Acadiana, LA and a branding project establishing a
whole new area for a stretch from Winston-Salem down to Fayetteville, North
Carolina.

• Marilyn Wilkins asked if DCI has reviewed the Strategic Plan for Pasadena EDC for
some direction. Dariel stated that they had not yet, but that they do often follow
Strategic Plans and would definitely include that as a part of their research.

• Steve Phelps asked for some specifics about the Garland project. Dariel
commented that it was a marketing blueprint and that they conducted focus groups,
perception surveys, SWOT analysis and in that case sent a mystery shopper to see if
they could find their way around town. This resulted in the recommendation for way
finding signage to make it more accessible to people. They then delivered the report
to them and continued to work with them. There is a social media program called
Digital Ambassadors that they are doing for them along with 2 newsletters with one
focused on residential brokerage and the other commercial brokerage.

• Steve Cote added some comments. The Strategic Plan talks about telling our stories
and he foresees interviews with pillars of the community that can tell us things about
Pasadena to get that message out. The other thing he thinks about is us controlling
the message. When Houston is recognized, Pasadena is never mentioned although
it is the 2nd largest city in the region which goes back to us controlling the message
and having the brand and people thinking of what we contribute to this region. He
always thinks Pasadena First or the Gateway to Industry and those are the kinds of
things he’d like to see as well as how big Pasadena is and the way finding and those
kind of beneficial things.

• Marilyn asked if the $90k includes the visioning piece and the execution separate?
Steve stated that to his understanding if there are additional recommendations such
as radio air time or billboards that we can either take that on ourselves or hire them
on for further consulting. Dariel added that it does not include the production of
items such as a brochure, but it does include the design files.

Pre-Board Meeting Adjourned at 4:04 pm. 5 of 8
PSCC/PEDC Meeting Minutes: 2/28/2019


PASADENA ECONOMIC DEVELOPMENT CORPORATION
Board Meeting

Conducted in the Pre-Council Conference Room at City Hall
February 28, 2019, 4:04 p.m.
Minutes

Agenda Item One: Call to order, roll call.
The Board meeting for the February 28, 2019 Pasadena Second Century Corporation d/b/a
Pasadena Economic Development Corporation was called to order at 4:04 pm by President, Steve
Cote.

Agenda Item Two: Invocation.
Invocation given by Cristina Womack, President/CEO, Pasadena Chamber of Commerce.

Agenda Item Three: Pledge of Allegiance.
Pledges led by Rick Lord, Vice President.

Agenda Item Four: Approval of Minutes
Chairman, Steve Cote called for a motion to approve the minutes from the meeting held on
January 24, 2019. Rick Lord moved to approve the minutes, seconded by Steve Phelps,
MOTION CARRIED UNANIMOUS.

Agenda Item Five: Public Comments
Comments received from Raul Camarillo Jr. – He is a resident of Pasadena since 2000 and wanted
to comment on the Pasadena Blvd. project. On Pasadena and Thomas there was mention about
acquiring property and his concern is losing affordable housing stock if it was in regard to the
apartment complex. He stated he didn’t want for North Pasadena to lose some of it’s affordable
housing.

Agenda Item Six: Discussion
Discussion and presentation of items a and b were made during the Pre-board meeting. No
additional comments were made during the meeting.

Agenda Item Seven: Project Status Update from Robin Green, Director of Public Works
Status Update was given during the Pre-Board Meeting and there was no additional comments.

Agenda Item Eight: Report by Carlos Guzman, Executive Director.
Status Update was given during the Pre-Board Meeting and there was no additional comments.

Agenda Item Nine: Board Action – Resolutions.
a. PSCC RESOLUTION 19-007 – Consideration to authorize Staff to renew an agreement
with Impact DataSource, LLC in the amount of $6,300.00.

PSCC/PEDC Meeting Minutes: 2/28/2019 6 of 8


Rick Lord made a motion to authorize Staff to renew an agreement with Impact
DataSource, LLC, seconded by Emilio Carmona that PSCC Resolution 19-007 be passed,
approved and adopted. MOTION CARRIED UNANIMOUS.

b. PSCC RESOLUTION 19-008 – Consideration to authorize Staff to renew an agreement
with RealMassive in the amount of $5,000.00.

Marilyn Wilkins made a motion to authorize Staff to renew an agreement with
RealMassive, seconded by Rick Lord that PSCC Resolution 19-008 be passed, approved
and adopted. MOTION CARRIED UNANIMOUS.

c. PSCC RESOLUTION 19-009 – Consideration to authorize spending authority by the
Executive Director for certain promotional, administrative, and related expenditures
in an amount less than $25,000.00.

Emilio Carmona made a motion to authorize spending authority by the Executive Director
for certain promotional, administrative, and related expenditures in an amount less than
$25,000.00, seconded by Rick Lord that PSCC Resolution 19-009 be passed, approved and
adopted. MOTION CARRIED UNANIMOUS.

d. PSCC RESOLUTION 19-010 – Consideration to authorize Staff to negotiate and execute
a contract with Development Counsellors International (DCI) for professional services
in the amount of $90,000.00.
• Marilyn stated that it was mentioned that they were the 2nd to the least
expensive bidder and there was 5 proposals, she asked Suzette what the highest
bid was and the response was $115k.
• Steve Phelps asked that if possible to push for the implementation phase in
regards to the Strategic Plan portion. Suzette clarified that the actual cost is
$75,900, but budgeting for $90k in the abundance of caution should they need
to come back for a City Council workshop or additional stakeholder meetings. It
is not foreseen, but the budgeted amount is as a precaution. All of the creative
is included so a lot of the design of the artwork will not require additional
expenses because of her graphic design experience. Any expenses thereafter
would be on paid advertising such as a billboard, radio ads, magazine ads, etc.
• Rick Lord asked if Suzette will be the one working with them directly to which
she responded yes.
• Steve Cote stated that this will give us all of the intellectual property that is
needed from the creative standpoint of building the brand and how it fits with
our story. They’re going to conduct the interviews and take our information and
studies we’ve done (including the Strategic Plan.)

Rick Lord made a motion to authorize Staff to negotiate and execute a contract with
Development Counsellors International for professional services in the amount of
$90,000.00, seconded by Marilyn Wilkins that PSCC Resolution 19-010 be passed,
approved and adopted. MOTION CARRIED UNANIMOUS.

PSCC/PEDC Meeting Minutes: 2/28/2019 7 of 8


Agenda Item Eleven: Comments by Board Members.
Rick Lord – No comments
Marilyn Wilkins– No comments
Emilio Carmona – No comments
Steve Phelps – No comments
Steve Cote – No comments

Agenda Item Twelve: Executive Session
**NOTE**4:14 PM – At this time, President Steve Cote announced that the Board would
be “going behind closed doors” for an Executive Session.

a. Convene in executive session pursuant to Section 551.087, Texas Government Code to
deliberate regarding economic development negotiations for Business
Attraction/Retention Projects.

b. Convene in executive session pursuant to Section 551.072, Texas Government Code to
deliberate the purchase, exchange, lease or value of real property – Project #1901.
• Item was not discussed

c. Convene in executive session pursuant to Section 551.072, Texas Government Code to
deliberate the purchase, exchange, lease or value of real property – Project #1902.

**NOTE**4:22 PM – At this time, Vice President Rick Lord announced that the Board “has
concluded its Executive Session.”

Agenda Item Thirteen: Reconvene into Regular Session
**NOTE**4:22 PM – At this time, Vice President Rick Lord reconvened the Board Meeting.

The Board will reconvene into Regular Session, pursuant to the provisions of Chapter 551 of the
Texas Government Code, to take any action necessary regarding:

a. Deliberation regarding economic development negotiations for Business
Attraction/Retention Projects.
• No action at this time.

b. Deliberation regarding economic development negotiations for Business
Attraction/Retention Projects – Project #1901.
• Item not discussed.

c. Deliberation regarding real property – Project #1902
• No action at this time.

Agenda Item Fourteen: Adjournment.
Vice President, Rick Lord called for a motion to adjourn the February 28, 2019 meeting at 4:23
pm. Steve Phelps moved, seconded by Emilio Carmona. MOTION CARRIED UNANIMOUS.

PSCC/PEDC Meeting Minutes: 2/28/2019 8 of 8


Pasadena EDC Activity Report

Date Activity Purpose

03/01/19 Kaneka Update Kaneka is going through the re-submittal process with the State of Texas on their
Enterprise Zone application. Their consultant reached out to the EDC for our
03/01/19 Meeting with Pasadena Chamber of Commerce support and assistance with the state.

Staff met with Pasadena Chamber President to discuss upcoming community
branding and how we could leverage some of their members to help assist in
the process.

Ribbon Cutting - Project Joy and Hope Pediatric Staff attended ribbon cutting for first pediatric palliative care center in the State
03/04/19 Palliative Care Center of Texas.

03/05/19 Meeting with Site Selection Magazine Staff met with represenative with Site Selection Magazine on opportunities to
promote the City of Pasadena and PEDC and learned about the different
marketing avenues available through their network.

3/6/2019 Bay Area Houston - Aerospace Committee Staff attended BAHEP's Aerospace Committe meeting stay current on
developments in the aerospace industry.

3/8/2019 Meeting with NAI Partners Staff met with Shaffer Braun of NAI Partners and city staff to discuss a project in
Pasadena.

Staff Attended Governor Abbott's Salute to Staff attended a reception at the Governor's Mansion where he hosted SXSW
3/9/2019 Innovation delegates.

3/12/2019 Meeting with HEPTA Capital EDC Staff and city staff met with HEPTA Capital to continue discussions on the
convention center proposed development. HEPTA Capital is currently under
Economic Alliance Port Region - Romanian their due-diligent period of 12 months.
3/12/2019 Delegation Meeting
Staff and Mayor Wagner attended a meeting a Romanian delegation at the
Economic Alliance Port Region. The delegation is interested in working with
communities in the Houston region and adopt best practices.

3/19/2019 GHP Event - Dallas Site Selectors Staff attended an event hosted by GHP for local EDOs. Staff met with six site
3/20/2019 Bay Area Houston - Small Business Committee selectors from Dallas.

Staff attended the Small Business Committee meeting and visited with local
small businesses to network and listen to thier pros and cons on doing business in
Pasadena. 

Staff attended leadership conference in Houston as an opportunity to network
3/22/2019 2019 Women's Leadership Conference & Business Exwpoith other marketing professionals in the surrounding areas.


TO: Board of Directors
FROM: Carlos Guzman
DATE: March 22, 2019
SUBJECT: Acceptance of Funds from CenterPoint Energy

SUMMARY: As part of CenterPoint Energy’s on-going efforts to support economic
development in the region, they regularly partner with Economic Development Organizations.
CenterPoint Energy is providing $12,000 to the Pasadena EDC as matching funds. Staff is
requesting Board authorization to accept the funds which will be used to defray the cost of
various software licenses that are needed to operate the Corporation.

CURRENT ACTION: Authorize Staff to approve the acceptance of funds from
CenterPoint Energy in the amount of $12,000.00.
PRIOR ACTION:
BUDGET FUNDING: N/A
ATTACHMENTS:
N/A

1 – Draft Resolution


RESOLUTION AUTHORIZING THE ACCEPTANCE OF DONATIONS
FROM CENTERPOINT ENERGY IN AN AMOUNT NOT TO EXCEED
$12,000 IN VALUE IN ANY ONE FISCAL YEAR

STATE OF TEXAS §
COUNTY OF HARRIS §
PASADENA ECONOMIC DEVELOPMENT §
CORPORATION §

WHEREAS, the Pasadena Economic Development Corporation (the “Corporation”), a Texas
non-profit corporation and instrumentality of the City of Pasadena, Texas (the “City”), was created
pursuant to the Development Corporation Act of 1979, Article 5190.6, Vernon’s Texas Civil
Statutes, as amended from time to time (the “Act”);

WHEREAS, the Corporation has the powers, privileges, and functions of a nonprofit
corporation generally to the extent that such general laws do not conflict with the Act;

WHEREAS, the Corporation is authorized to acquire real and/or personal property by virtue
of its nonprofit corporation powers and its powers under the Act; and

WHEREAS, the Board of Directors of the Corporation (the “Board”) has determined that it is
in the best interests of the Corporation to accept donations of real and/or personal property from
Centerpoint Energy, as same may be used in furtherance of the Corporation’s goals; provided,
however, that the Corporation may not accept donations that exceed $12,000.00 in value in any fiscal
year without further authorization of the Board by written resolution.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE
PASADENA ECONOMIC DEVELOPMENT CORPORATION THAT:

Section 1. Incorporation of Recitals. The Recitals of this Resolution are hereby found
by the Board to be true and correct, and are, therefore, incorporated fully herein for all purposes.

Section 2. Authorization to Accept Donations. The Board hereby authorizes the
Corporation’s President, Vice President, Secretary, Assistant Secretary, and Economic Development
Director (collectively, the “Authorized Representatives”) to take any and all actions necessary to
accept donations of real and/or personal property from Centerpoint Energy; provided, however, that
the Authorized Representatives may not accept donations that exceed $12,000.00 in value in any
fiscal year without further authorization of the Board by written resolution.

Section 3. Further Actions. In furtherance of this Resolution, the Board hereby
authorizes the Authorized Representatives to execute and deliver, or to cause to be executed and
delivered, any agreements, documents, instruments and certificates, as any such Authorized
Representative, in such person’s discretion, may deem necessary, advisable or appropriate to
effectuate or carry out the purpose and intent of this Resolution, the taking of such action to
conclusively evidence the appropriateness or necessity of any such agreements, documents,
instruments and certificates. The Board hereby authorizes the Authorized Representatives to take all


other actions and do all other things, as may be necessary, desirable or appropriate to carry out or
assist in carrying out the purposes of this Resolution.

Section 4. Enforceable and Binding Act. Any agreement authorized by this Resolution
shall become upon execution and delivery the enforceable and binding act and obligation of the
Corporation.

Section 5. Severability. If any section, paragraph, clause, or provision of this
Resolution shall for any reason be held to be invalid or unenforceable, the invalidity or
unenforceability of such section, paragraph, clause, or provision shall not affect any of the
remaining provisions of this Resolution.

Section 6. Open Meeting. It is hereby found, determined, and declared that a
sufficient written notice of the date, hour, place, and subject of the meeting of the Board at which
this Resolution was adopted was posted at a place convenient and readily accessible at all times to
the general public as required by the Open Meetings Act, Chapter 551, Texas Government Code,
and that this meeting has been open to the public as required by law at all times during which this
Resolution and the subject matter thereof has been discussed, considered, and formally acted
upon. The Board further ratifies, approves, and confirms such written notice and the contents and
posting thereof.

Section 7. Ratification and Confirmation. All acts, transactions or agreements
undertaken prior to the adoption of this Resolution by any member of the Board or any
representatives of the Corporation in connection with the matters authorized by this Resolution and
all actions incidental thereto are hereby ratified, confirmed and adopted by the Corporation.

[Signature page follows]


APPROVED AND ADOPTED, March ___, 2019.

PASADENA ECONOMIC
DEVELOPMENT CORPORATION

By: ________________________________
Board President

ATTEST:

________________________________
Board Secretary


TO: Board of Directors
FROM: Carlos Guzman
DATE: March 22, 2019
SUBJECT: Reimbursement of Eligible Legal Expenses Incurred by Former and Current Board
Members Related to Harris County Grand Jury Investigation and Indictment

SUMMARY: In early March 2019, the indictments against six former and current PSCC Board
Members were dismissed. According to our regulations, the EDC is responsible for reimbursing
these Board Members for any expense not covered by our D&O insurance, as there was no
conviction. Staff is working with Andrews Kurth, the law firm that represented the EDC, to review
all the expenses. Upon review and approval from Andrews Kurth, EDC Staff will work with City
Staff to reimburse eligible expenses not covered by our D&O insurance. Before we can
proceed, Staff is seeking authorization to reimburse the Board Members. Staff anticipates that
the expenses will be approximately $300,000. If the Legal expenses end up surpassing $300,000,
Staff will return at a future meeting to request additional funding.

CURRENT ACTION: Authorize Staff to reimburse eligible legal expenses related
to the Harris County Grand Jury Investigation and
PRIOR ACTION: Indictment in the amount of $300,000.00.
BUDGET FUNDING:
ATTACHMENTS: N/A

9949 – 7107 Professional Services

N/A


TO: Board of Directors
FROM: Carlos Guzman
DATE: March22, 2019
SUBJECT: Business Enhancement Program

SUMMARY: At last month’s Board meeting, the Redevelopment Manager gave a presentation
and sought Board input on the Business Enhancement Program. This program was approved for
FY 2019. The Program Guidelines, Application and Grant Agreement have been vetted and
reviewed by our Legal Counsel. Upon Board approval the matching grant program will be
offered as a pilot program to spur renewal and increased private development activity
primarily along major thoroughfares that were identified as key in our Strategic Plan.

STRATEGIC PLAN JUSTIFICATION: Section 4.3 - Leverage public investment to stimulate
private sector investment along major commercial
corridors in the City; Section 6.4: - Work with the City to
upgrade Pasadena’s visual appeal, especially along
major commercial corridors and in districts targeted for
new development & redevelopment; Section 6.4.2 -
Provide a small City or EDC matching fund for façade
improvements and landscaping to business seeking to
make enhancements to commercial properties in
targeted areas for redevelopment.

CURRENT ACTION: Adopt the Business Enhancement Program Guidelines,
Application and Grant Agreement for release and
PRIOR ACTION: circulation.

BUDGET FUNDING: At the February 2019 meeting, the Board was given a
ATTACHMENTS: presentation by the Redevelopment Manager about the
Business Enhancement Program and related expenditures.

9949 – 7107 Professional Services

1 - Draft Business Enhancement Program Guidelines
2 - Draft Business Enhancement Program Application
3 - Draft Business Enhancement Program Grant

Agreement


1


Business Enhancement Program Guidelines

Moving. Forward. Together.

The Pasadena Business Enhancement Program is a matching grant fund to qualifying
businesses for exterior improvements and enhancements.
Details on eligible improvements can be found in the guidelines. An overview of
improvements or renovations eligible to receive support include decorative or functional
improvements such as exterior signs, lighting, windows, awnings, storefronts and
entrances, doors, brickwork, painting, repair to decorative details, and cornices. Grants
can also support renovations to improve compliance with the Americans with Disabilities
Act.

Interested business owners are welcome to complete the application and deliver to:
Pasadena Economic Development Corporation
Attn: Sheena Salvino, Redevelopment Manager
1149 Ellsworth
Pasadena, TX 77506

Please email [email protected] or call (713) 920-7967 if you have any
questions about the Business Enhancement Program.

2


Overview
In 2018, the City of Pasadena Economic Development Corporation (PEDC) adopted the
Pasadena Economic Development Strategic Plan. The Plan is a 10-year roadmap to guide
Pasadena’s growth which outlines goals for the City. To achieve the economic goals, multiple
strategies have been identified, including but not limited to:

 enhancing the visual appeal of major gateways and thoroughfares;
 encouraging small business development; and
 stimulating and leveraging private and public investment along six major commercial

corridors in the City.

The PEDC is committed to helping businesses thrive and be successful. A key part of being a
successful is the first impression: what the customer sees from outside the building. Many
businesses and storefronts require investment to enhance the curb appeal, promote the business,
and attract customers.

Program Description & Funding Parameters
The Business Enhancement Program is an initiative available to eligible businesses to apply for
funds to complete enhancement and improvement projects that improve the appearance and
functionality of their exterior. Matching grant funds may be provided for 50% of the cost of
construction and architectural fees, up to $20,000 per project for construction and architectural
fees combined. Note: Only those architectural services directly related to the approved
improvement project will be reimbursed.

Program funding will be provided in the form of a reimbursable grant upon completion of the
project. The applicant must have funding available to cover the total project cost upfront, prior
to reimbursement.

Staff is available to assist with identifying finance options though commercial lending institutions.
All funding is required to be committed and available prior to application.

Eligibility
The following criteria will be used to determine whether an applicant is eligible for a grant:

Applicant

3


An applicant is defined as an owner, tenant or combination thereof, who occupies space in an
eligible property. A single owner of multiple properties may apply for grant funds for each
property owned.

To be an eligible applicant for this grant program, the applicant:
a) Must be currently operating a business within the City of Pasadena with a current
Certificate of Occupancy.
b) Must be a legal entity, which is properly registered and/or licensed to operate in the State
of Texas.
c) Must be current on all federal, state, local, business, property and sales taxes.
d) Must be the legal owner or tenant that possesses a current lease that will not expire prior
to the completion of the improvement project.
e) If a tenant, must provide written consent of the owner to conduct the improvements.
f) Must be able to document the availability and commitment of funds necessary for the
completion of the project, including matching funds amounting to at least 50% of the total
budget.

Building
Buildings used completely or in part for commercial purposes, and classified as such, may be
eligible for a grant, if they also meet the following criteria:

a) The building must be in the City of Pasadena, Texas.
b) The building must be a current place of business.
c) The building must be used in whole, or in part, for commercial services.
d) The façade to be improved must provide public access to a business in the building.

Area
Business Enhancement Projects must be located in the City of Pasadena. Projects may be
located in Norther/ Historic Pasadena along Pasadena Boulevard, Red Bluff Road, Richey Street,
Shaver Street, Man Street and Shaw Avenue. Projects along corridors with significant public or
private investment that will be given preference and are strongly encouraged. Projects located
on other streets will be considered on a case by case basis.

Eligible Projects and Expenditures
 Architecture and engineering fees as part of a comprehensive exterior renovation project
 Exterior demolition or site preparation costs as part of a comprehensive exterior
renovation project

4


 Exterior treatments including painting, murals, siding, and bricking
 Repairs, replacement, and installation of exterior doors, windows, shutters and trim
 Repair, replacement or addition of awnings and exterior signage, including installation

costs
 Sidewalk cafes, including balconies, decks, and planters
 Installation, repair/replacement of building mounted lighting that illuminates the façade or

signage
 Structural improvements to the façade
 Repair and re-roofing, where the effects of the repair will be visible from a public street or

public parking lot. (In general, sloping roofs would qualify, flat roofs would not).
 Repair or replacement of exterior stairs, porches, railings, and exits
 Private walkways – sidewalks, pavers, and other permanent improvements designed

primarily for pedestrian use, only in conjunction with front entrance improvements

Ineligible Projects and Expenditures
 Building permit fees and related costs
 Acquisition of land or buildings
 Temporary improvements (ie plants, sandwich boards)
 Interior building improvements
 Inventory, furniture, equipment, moving expenses, and working capital
 Project costs incurred/improvements made prior to grant approval
 Routine building or site maintenance projects
 Purchase of a business
 Non-permanent signage
 In-kind services or donated services
 Any other maintenance-related expenditure that does not increase the value or useful life
of the building.
 Correction of any code violations
 Grant funds will not be allocated to a private or commercial entity whose principal
business is adult entertainment, a racetrack or other facility used for gambling, and/or sale
of alcohol for off-premise consumption.

Application Process and Review Criteria
Potential applicants are encouraged to contact Pasadena Economic Development Corporation
to discuss their project and their potential eligibility for the program as well as to ask any
questions about the program, and how to complete the application process.

5


Applicants are accepted on a rolling basis. must follow the adopted grant application process in
order to be considered for a grant award. The full Business Enhancement Program application
must be completed in its entirety (including all required supplemental materials and data) and
submitted to Pasadena Economic Development Corporation.

Submission Process
All of the following are required to be submitted, and determined to be sufficient by PEDC, in
order to be deemed complete:

1. Completed application.
2. Project plan including:

 Concept for façade, showing the design aesthetic or “feel” (photos/images of similar
projects)

 Detailed scope of work and/or architectural drawings and/or renderings of the
improvements, reflecting placement, materials, and colors

3. Color photographs of the existing exterior conditions of the building (including photos of
the building façade as a whole, specific items to be addressed within the scope of work,
and of the property’s location within the district)

4. A copy of the property tax bill or deed to confirm ownership of the property
5. Documentation that all taxes are current – federal, state, local, business, property, sales,

payroll
6. For lessees, a legally valid and binding lease for a period that, at a minimum, does not

expire prior to anticipated project completion date
7. Documentation of commitment of funds for the project (bank statement and/or

commitment letter(s) per the discretion of PEDC)
8. If the applicant is a lessee, Property Owner Declaration and Consent Form

Review Process
PEDC staff will conduct a completeness and eligibility review on all received applications in order
to determine whether each application is complete, and the applicant and the project are
eligible under the program guidelines. Applicants will be notified of any missing items in the
application and encouraged to submit the remaining documentation as soon as possible. If
missing documentation is not received within the Corporation’s stated timeframe following
notification, the application may be deemed incomplete and not subject to further
consideration under this program. All eligible, completed applications will be evaluated on a
case-by-case basis by PEDC staff and the Board of Directors. PEDC reserves the right to share

6


the project information with another City of Pasadena Department. PEDC reserves the right to
reject any project.

Scoring Criteria
The Business Enhancement Program seeks to provide funding to eligible applicants to support
qualifying enhancement and improvement projects that will reinforce and enhance the identity
of the commercial districts and the City of Pasadena. PEDC is looking for projects that will have a
significant aesthetic impact on the City’s commercial districts. Projects are intended to reflect
principles of good design and will be evaluated by PEDC on their individual and relative merits.

Generally, project applications will be reviewed based on the following criteria:
 Alignment with the program’s eligibility requirements and overall goals

Is the applicant eligible? Is the building eligible? Is the project located in a priority area? Does
the project support the goals of the program to enhance the visual appeal of major
gateways and thoroughfares; encourage small business development; and stimulate and
leverage private and public investment along the identified corridors? Has the applicant
successfully completed an Enhancement Project in the past?
 Quality and completeness of the application
Did the applicant complete the application and provide all of the required supporting
documents? Did the applicant show due diligence in preparing the application?
 Extent and quality of project
Does the project promote good design and create a clean, safe, accessible environment?
Does this project reverse the deterioration of the structure? Will this project stimulate new
private investment and economic growth? Has the applicant/building owner made
recent/additional improvements, aside from maintenance, in the property or business?

Post-Award Process and Requirements
Upon award, applicants will be required to execute a grant agreement and other security
documents, as determined by Pasadena Economic Development Corporation in its discretion.

Included within the grant agreement/security documents will be commercially reasonable
indemnification/insurance obligations on the part of any applicant awarded funds intended to
protect the Corporation from any potential liability related in any manner to this grant.

The maximum amount of the reimbursement grant for a specific property will be set forth in the
grant agreement between the Corporation and the grantee. If costs exceed the original

7


estimates, the grantee shall be solely responsible for the payment of the full amount of the
excess.

All rehabilitation work and design features must comply with all applicable city codes and
ordinances, as well as state and federal law. All applicable permits and licenses must be
obtained, including all permits and Certificates of Occupancy required by the City of Pasadena
and all other state and local permits. In addition, work must follow plans and specifications as
approved by Pasadena Economic Development Corporation.

After approval, any changes to the project, no matter how minimal, must be approved by PEDC.
Grant recipients must work closely with PEDC staff to communicate the project progress and
resolve any issues or questions. PEDC reserves the right to conduct site visits and should anything
be discovered that is not consistent with the approved application, PEDC has the right to
withhold the grant award, recapture any and all grant funds, or take any other available remedy
to maintain compliance with these program guidelines.

Once the grant is approved, the applicant has six (6) months to begin construction. If the work
does not begin within the six (6) month period, the applicant will be notified in writing that the
grant may lapse and the agreement may be terminated with no grant funds awarded or
available to the applicant. Once construction has started, the applicant has one year to
complete the project. If the project has not been completed at the end of the one (1) year
period, the applicant will be notified in writing that the grant may lapse and the agreement may
be terminated with no grant funds awarded or available to the applicant. If an approved
project is nearing the six (6) month or one (1) year lapse point, an opportunity will be provided for
the applicant to request an extension.

Release of Funds
The program will offer grants on a reimbursement basis only. Under no circumstances will grant
funds be disbursed as a cash advance prior to project costs being incurred, the applicable
scope of the project completed and the small business identified within the application is fully
operational to the satisfaction of Pasadena Economic Development Corporation. Funds are
disbursed only after a reimbursement request is submitted with photographs of all completed
work and receipts and/or invoices, cancelled checks, and/or certified checks for eligible project
costs are submitted and approved by PEDC, and the grantee has received their Certificate of
Occupancy from the City of Pasadena and has met all requirements in the contractual
agreement. Generally, the full (100%) grant will be provided to the grantee in a single payment.

8


Eligible receipts and invoices must, at a minimum, include the invoice date, scope of work,
contractor name and contact information, cost, and be marked as paid or a zero balance must
be indicated. The invoices must clearly indicate the nature of the expense and that such
expense is related to the approved project and business. PEDC will only be obligated to
reimburse applicants for which eligible, reimbursement requests are received within six (6) months
following the receipt of the Certificate of Occupancy/project completion. If eligible project costs
are less than the original grant approval, PEDC has the right to reduce grant awards. Awards
may be pro-rated down accordingly.

Additional Program Requirements
 Any grantee hereby agrees to indemnify, defend and hold PEDC as well as any of their

officers, directors, employees, and from any claims, damages, losses and expenses, including
but not limited to attorneys’ fees, asserted against the Parties related in any way to a project.
 The grantee will be required to give to PEDC, the unrestricted right to use, for any lawful
purpose, any photographs or video footage taken of the property at the approved project
location, and the grantee owns and/or for which the grantee has the authority to grant such
permission, and to use the grantee’s name in connection therewith if it so chooses.
 The grantee will further be required to notify PEDC of any public announcements or events to
be held at or in relation to the completion of the project, and PEDC will have the right to
participate in and/or publicize the event in coordination with the grantee, if PEDC so chooses.
 The grantee will consent to display signage at the project location indicating participation in
the Business Enhancement Program prior to project commencement (PEDC to provide sign
specifications).
 Only one grant shall be awarded per business for each physical location and/or project.
Funding is not transferable.
 Not all properties and/or projects meeting the eligibility requirements of the Business
Enhancement Program will be able to receive reimbursement grants. Eligibility and awards
under this Program will be determined by Pasadena Economic Development Corporation in
its sole discretion.

9


Pasadena Economic Development Corporation Business Enhancement
Program Application

Date of Application: __________________ Date Received (for office use only): _________________

Checklist of Attachments

___ Completed Grant Application

___ Plan for the project:

✓ Concept for façade, showing design (use photos of similar concepts, material samples,
etc)

✓ Detailed scope of work and/or architectural drawings and/or rendering of the
improvements, reflecting placement, materials, colors

___ Color photographs of the existing exterior conditions of the building.

___ A copy of current property tax bill or deed to confirm ownership of property.

___ Documentation that all taxes are current.

___ For lessees, a legally valid and binding lease for a period of time, at a minimum, does not
expire prior to anticipated project completion date

___ Documentation of commitment of funds for the project (bank statement and/or
commitment letters from lending institutions)

___ If the applicant is a lessee, Property Owner Declaration and Consent Form

Pasadena Economic Development Corporation has the right to request additional information,
if necessary, during the review process.


Pasadena Economic Development Corporation Business Enhancement
Program Application

Date of Application: __________________ Date Received (for office use only): _________________

Applicant Information

Applicant Name
Applicant Address
Applicant City, State Zip
Applicant Phone
Number
Applicant Email

Business Information

Name of Business
Physical Address of the Business

Mailing Address (if different than above)

Identify type of business: Sole Proprietorship, Partnership, LLC, Corp
Convenience Retail, Grocery/Specialty Other LLC Corp
Food, Personal Services (dry cleaner,
laundry, barber, salon, Professional Sole Proprietorship Partnership
Services (doctor, lawyer, accountant, Other
design), Restaurant/Cafe, Soft Goods
Retail (clothes, home goods, shoes, Yes No
books, novelties)
Is the business new or existing?
Number of years in operation (if existing)
Is the business open to the general
public?
Is this the sole location of the business?
If not the sole location, how many
locations are there and where are they?
Type of Business entity:

If Partnership, General Partner Legal
Name:
General Partner is structured as a:

Federal Tax ID
Is this business locally Owned?


Business Ownership Breakdown Name: %
Title
Name: % Ownership
Title Years with Company:
Ownership:
Years with Company:

Real Estate Information P/T
F/T
Project Address
City, State, Zip
Is the building a corner lot?
Is the building part of a strip mall?
Do you own or lease the building?
If lessee, current landlord?
Landlord’s Email
If lessee, length & expiration of lease?
How many square feet is the building?
Legal Description and/or Depiction

Employment Summary

Total Currently Employed at Business

Number of employees that reside in
Pasadena
Project Construction Jobs (if any)
NAICS (sector code) (if known)


Project Description

Please provide a description of the proposed project below. In the description, please
identify as much information as you can about the proposed project and the intended
results. As a minimum, the project description should provide details on the scope of the
façade improvement, minor code compliance issues to be corrected, planned hardscape
improvements and any structural improvements for which grant assistance is required.
(Attach additional sheet if necessary)

Discuss the impact of your project. Please explain how your improvements will benefit both
your business and the surrounding community. (Attach additional sheet if necessary)

Anticipated Project Time Line

Project Start Date: ________________________ Project Completion Date: _______________________


Declarations

If you answer “yes” to any of the questions below, please detail on a separate sheet and
attach to this application.

Are there any outstanding tax liens or judgments filed against you, your business, any principals,
subsidiaries or affiliates of any of those entities, any other owner in your business, or guarantor?
Yes / No

Have you, your business, any other owner in your business, or guarantor been involved in
default, bankruptcy or insolvency proceedings within the last ten (10) years? Yes / No

Have you, your business, any other owner in your business, or guarantor had property
foreclosed upon or given title or deed in lieu? Yes / No

Are you, your business, any other owner in your business, or guarantor involved in any pending
lawsuits? Yes / No

If you are a lessee for the property, have you failed to pay rent on time during the last 36
months? Yes / No

If you are the owner of the property, are there any code violations against the building?

Yes / No

If you are the owner of the property, are there mechanics or other liens? In REM or other
foreclosures, encumbrances, judicial, administrative, or other proceedings against, or defaults
affecting the property?

Yes / No

Describe any recent (i.e. past ten years) improvements which have been made to the building,
indicating item, year, completed, and approximate cost below:

Yes / No


Project Budget

Provide a detailed budget below that includes a breakdown of the total estimated project
costs. Include in this budget an itemization of all materials and supplies costs and labor (do not
include in-kind labor)

Use of Funds Source of Funds Applicant Cash Bank/Other Total Costs
Source
Business
Improvement
Grant Request

Total


Certification and Disclosure

By submitting this grant application, the undersigned hereby certifies to Pasadena Economic
Development Corporation that he/she is authorized to sign on behalf of the applicant entity, has
read the program guidelines and supplemental program materials, understands the terms and
conditions of the grant, and agrees to abide by the program rules and requirements, if awarded
funds from the program. The applicant further certifies that the grant application and supporting
documents are true, complete, and accurate in all respects as of the stated date. The applicant
understands that the application will not be accepted unless deemed appropriate by staff. The
applicant agrees that the acceptance of this grant application does not commit Pasadena
Economic Development Corporation to enter into an agreement to pay any costs incurred in its
preparation or to participate in subsequent negotiations. Further, the acceptance of this grant
application does not constitute an agreement by Pasadena Economic Development
Corporation that any grant will actually be approved. Pasadena Economic Development
Corporation expressly reserves the right to reject any or all grant applications for any or no
reason, or to request more information from the applicant. Additionally, the applicant certifies
that he/she understands that the following will be conditions of the grant, upon award:

• Grantees will be required to execute a grant agreement and other security documents, as
determined by Pasadena Economic Development Corporation in its discretion, including but not
limited to some or all of the following: a promissory note, personal guaranty, lien, or other security
agreement sufficient to the Pasadena Economic Development Corporation.

• Grantee must commit to remain in the location and maintain the facade improvements for
at least two (2) years.

• The approved project must be in compliance with all federal, state, and local laws.

• The undersigned hereby waives any claim against Pasadena Economic Development
Corporation and the City of Pasadena arising out of the use of said grant funds for the purposes
set forth in the Application. Additionally, the undersigned agrees to indemnify, defend, and hold
Pasadena Economic Development Corporation the City of Pasadena, and their officers,
directors, employees, and agents harmless from any charges, damages, claims or liens related
in any way to or arising out of the applicant’s participation in the grant program.

• Pasadena Economic Development Corporation has the unrestricted right to use, for any lawful
purpose, any photographs or video footage taken of the property at the approved project
location, and the grantee owns and/or for which the grantee has the authority to grant such
permission, and to use the grantee’s name in connection therewith if it so chooses.

• The applicant will notify Pasadena Economic Development Corporation of any public
announcements or events in relation to the approved façade improvement project, and
Pasadena Economic Development Corporation will have the right to participate in and/or
publicize the event in coordination with the grantee, if Pasadena Economic Development
Corporation so chooses.


• The grantee will consent to display signage at the project location indicating participation in
the City of Pasadena Business Enhancement Program (Pasadena Economic Development
Corporation to provide sign specifications).

• By the submission of this Application, the applicant certifies that the applicant does not and
will not knowingly employ an undocumented worker in accordance with chapter 2264 of the
Texas Government Code, as amended. If after receiving financial assistance from the Pasadena
Economic Development Corporation, the applicant is convicted of a violation under 8 U.S.C. §
1324a(f), the grant agreement shall provide that the applicant shall repay the amount of the
public subsidy provided under such agreement plus interest, at the rate agreed to by the parties
not later than the 120th day after the date the Pasadena Economic Development Corporation
notifies the applicant of the violation.

Authorized Signatory Name (print): ___________________________________________

Signatory Title: _________________________________________

Signature: _____________________________________________ Date: _________________


If the applicant does not own the property, the below Property Owner Declaration and
Consent Form must be completed by the property owner and submitted with the application.

PROPERTY OWNER DECLARATION AND CONSENT FORM

The undersigned owner of the existing building located at: ________________________ (Address)
certifies that ______________________________________ (Applicant) operates or intends to operate a
business at the above location.

The undersigned agrees to permit the applicant and his contractors or agents to operate a
business and implement the improvements listed on the Pasadena Economic Development
Corporation’s (PEDC) Business Enhancement Grant program application (“the application”)
dated _______________________.

The undersigned hereby waives any and all claims against Pasadena Economic Development
Corporation the City of Pasadena (the City), their officers, directors, employees and agents
arising out of, or related to, the use of the grant funds by Applicant.

The undersigned shall not hold the PEDC or the City responsible for any matter, nor shall join
the PEDC or the City in any action, related to the lease between Applicant and the
undersigned.

In witness whereof, the owner has hereunto set his hand and seal, or if a corporation, has
caused this instrument to be signed in its corporate name by its duly authorized officers and its
seal to be hereunto affixed by authority of its Board of Directors, if a Partnership by its Partners,
if a LLC or LLP, by its Members/Managers, etc. the day and year first above written.

Declarations:

• Are there any code violations against the building? Yes / No
• Are there mechanics or other liens? In REM or other foreclosures, encumbrances, judicial,

administrative, or other proceedings against, or defaults affecting the property? Yes /
No
• Are there any current real estate property tax abatements on the property? Yes / No

The property owner further certifies that the above statements and any supplemental
explanations are true, complete, and accurate in all respects as of the stated date.

Company Name (leave Blank if the Owner is an individual):

Signature: __________________________________ Signature: ____________________________

Name: _____________________________________ Name: _______________________________

Title: _______________________________________ Title: _________________________________


Business Enhancement Grant Agreement

by and between the

Pasadena Economic Development Corporation

AND

[Name of Business] OWNER/LESSEE, Pasadena, Texas

THIS AGREEMENT, entered into this _______ day of _____________________, _______, by
and between the Pasadena Economic Development Corporation, a Texas non-profit
corporation (hereinafter referred to as the “Corporation”) and the following designated
OWNER/LESSEE, to witness:

Owner Name: _______________________________________

Lessee’s Name: _______________________________________

Name of Business: _______________________________________

Business Tax ID#/Social Security#: _______________________________________

Address of Property to be improved: _______________________________________

WITNESSETH:

WHEREAS, the Pasadena Economic Development Corporation has established a
Business Enhancement Program for application within Northern/Historic Pasadena
(“District”); and

WHEREAS, said Business Enhancement Program is administered by the
Corporation for the purposes of supporting; and

WHEREAS, pursuant to the Business Enhancement Program, the Corporation has
agreed to participate, subject to its sole discretion in reimbursing
owners/lessees/contractor for the cost of eligible exterior improvements to commercial
establishments within the District up to a maximum of $20,000; and

WHEREAS, the Owner/Lessee’s property is located within the District, and the
Owner/Lessee desires to participate in the Business Enhancement Program pursuant to
the terms and provisions of this Agreement.

NOW THEREFORE, in consideration of the mutual covenants and agreements
obtained herein, the Corporation and the Owner/Lessee’s do hereby agree as follows:


SECTION 1

With respect to the façade improvements to the structural elevation fronting a public
roadway and related improvements, the Corporation shall reimburse the Business for the
cost of improvements costs up to a maximum amount of $20,000. The actual total
reimbursement amounts per this Agreement shall not exceed $ __________ for
improvements (hereinafter referred to as the “Reimbursement Amount”). The
improvement costs, which are eligible for Corporation reimbursement can be found in
Program Guidelines and include all labor, materials, equipment, and other contract
items necessary for the proper execution of the work as shown on the plans, design
drawings, specifications, and estimates approved by the Corporation. Any
Reimbursement Amounts must also be consistent with expenditures authorized for
reimbursement pursuant to Chapters 501 and 505 of the Texas Local Government Code,
as amended.

Such plans, design drawings, specifications, and estimates are attached hereto as
EXHIBIT A.

SECTION 2

No improvement work shall be undertaken until its design has been submitted to and
approved by the Corporation. Following approval, the OWNER/LESSEE shall contract for
the work and shall commence and complete all such work within three-hundred and
sixty-five days (365) from the date of such approval. The OWNER/LESSEE may request a
ninety-day (90) extension provided there is a demonstrated hardship.

SECTION 3

The Corporation shall periodically review the progress of the contractor’s work on the
improvements pursuant to the Agreement. Such inspections shall not replace any
required permit inspection by the Building Inspectors. All work which is not in
conformance with the approved plans, design drawings, and specifications shall be
immediately remedied by the OWNER/LESSEE and deficient or improper work shall be
replaced and made to comply with the approved plans, design drawings, and
specifications and the terms of this Agreement.

SECTION 4

Upon completion of the improvements and upon their final inspection and approval by
the City, the OWNER/LESSEE shall submit to the Corporation a properly executed and
notarized contractor statement showing the full cost of the work as well as each
separate component amount due to the contractor and each and every
subcontractor involved in furnishing labor, materials, or equipment necessary to


complete the façade improvement related work. In addition, the OWNER/LESSEE shall
submit to the Corporation proof of payment of the contract cost pursuant to the
contractor’s statement and final lien waivers from all contractors and subcontractors.
The OWNER/LESSEE shall also submit to the Corporation a copy of the architect’s
statement of fees for professional services for preparation of plans and specifications
for the façade improvements. The Corporation shall, within forty-five (45) days of receipt
of the contractor’s statement, proof of payment, and lien waivers, and the architect’s
statement, issue a check to the contractor as reimbursement in the total grant amount
stated in SECTION 1 of this Agreement.

SECTION 5

If the OWNER/LESSEE or the OWNER/LESSEE’S CONTRACTOR fails to complete the
improvement work provided for herein in conformity with the approved plans, design
drawings, and specifications and the terms of this Agreement, then upon written notice
being given by the Corporation to the OWNER/LESSEE, by certified mail to the address
listed above, this Agreement shall terminate and the financial obligation on the part of
the Corporation shall cease and become null and void.

SECTION 6

This Agreement shall be binding upon the Corporation and upon the OWNER/LESSEE
and its successors, to said property for a period of two (2) years from and after the date
of completion and approval of the improvements provided herein unless otherwise
agreed Corporation upon by the parties in writing (hereinafter referred to as the “Term”).
It shall be the responsibility of the OWNER/LESSEE to inform subsequent
OWNER(S)/LESSEE(S) of the provisions of this Agreement.

SECTION 7

The OWNER/LESSEE agrees to maintain the Improvements at his/her sole expense for the
Term unless otherwise agreed upon by the parties in writing. In the event that the
OWNER/LESSEE fails to maintain the Improvements, the Corporation may issue a thirty-
day written notice to the OWNER/LESSEE to correct any maintenance deficiencies. If
the OWNER/LESSEE fails to correct the stated deficiencies within 30 days of the notice,
the Corporation may cause any maintenance or repair work to be performed at the
OWNER's expense.

SECTION 8

In the event that the OWNER sells or conveys the property during the Term of this
Agreement, the OWNER/LESSEE shall declare the existing encumbrance to buyer and
buyer must assume the remaining obligation and terms of the original Business


Enhancement Grant Agreement. If the OWNER fails to obtain such agreement, the
OWNER/LESSEE must repay the Reimbursement Amount to the Corporation as follows:

a. If the OWNER sells or conveys the property during the Term of this Agreement,
100% of the Reimbursement Amount will become due to the Corporation
immediately upon sale or conveyance of the Property. After twenty (20) years of
successful maintenance of all façade improvements, the OWNER/LESSEE will be
relieved of all financial obligations to the Corporation and this Agreement shall
terminate.

SECTION 9

The OWNER/LESSEE agrees to comply with all the requirements now in force, or which
may hereafter be in force, of all municipal, county, state and federal laws, pertaining to
the development and use of the Property and construction of the facade
improvements, as well as operations conducted on the Property. The OWNER/LESSEE
agrees that the Corporation shall not be liable for, and covenants and agrees to
indemnify and hold harmless the Corporation and the City of Pasadena and its officials,
officers, employees, and agents from and against any and all losses, claims, damages,
liabilities, or expenses, of every conceivable kind, character and nature whatsoever
arising out of, resulting from noncompliance with all municipal, county, state and federal
laws. The OWNER/LESSEE will require any CONTRACTOR to comply with the above cited
Local, State and Federal Laws, and will incorporate these laws in any written agreement
between the OWNER/LESSEE and a CONTRACTOR.

SECTION 10

No member, official, agent, legal counsel or employee of the Corporation shall be
personally liable to the Participant, or any successor in interest in the event of any
default or breach by the Corporation or for any amount which may become due to
OWNER/LESSEE or successor or on any obligation under the terms of this Agreement.
OWNER/LESSEE releases the Corporation from, and covenants and agrees that the
Corporation shall not be liable for, and covenants and agrees to indemnify and hold
harmless the Corporation and its officials, officers, employees, and agents from and
against any and all losses, claims, damages, liabilities, or expenses, of every conceivable
kind, character and nature whatsoever arising out of, resulting from or in any way
connected with directly or indirectly with the façade improvement(s),. The
OWNER/LESSEE further covenants and agrees to pay for or reimburse the Corporation
and its officials, officers, employees, and agents for any and all costs, reasonable
attorney’s fees, liabilities, or expenses incurred in connection with investigating,
defending against or otherwise in connection with any such losses, claims, damages,


liabilities, or causes of action. The Corporation shall have the right to select legal counsel
and to approve any settlement in connection with such losses, claims, damages,
liabilities, or causes of action. The provisions of this section shall survive the completion
of said improvement(s).

SECTION 11

Nothing herein is intended to limit, restrict, or prohibit the OWNER/LESSEE from
undertaking any other work in or about the subject premises, which is unrelated to the
Business Enhancement Program provided for in this Agreement.

SECTION 12

OWNER/LESSEE certifies that the OWNER/LESSEE does not and will not knowingly employ
an undocumented worker in accordance with Chapter 2264 of the Texas Government
Code, as amended. If during the Term of this Agreement, OWNER/LESSEE is convicted
of a violation under 8 U.S.C. § 1324a(f), OWNER/LESSEE shall repay the Reimbursement
Amount plus interest, at the rate of six percent (6%), not later than the 120th day after
the date the Corporation notifies OWNER/LESSEE of the violation.

IN WITNESS THEREOF, the parties hereto have executed this Agreement on the date first
appearing above.


TO: Board of Directors
FROM: Carlos Guzman
DATE: March 22, 2019
SUBJECT: Demolition of High-Rise Building at 1001 Southmore Avenue-D.H. Griffin

SUMMARY: EDC Staff worked with City Staff and a consultant (ESE) on an RFP for the
demolition of the Bank Building. Due to the complex nature of bringing down the Bank
Building, the consultant assisted in crafting the RFP, provided specifications, assisted during the

bidding process and ensured the proper steps were taken throughout the entire process. This
ensured that the EDC received competitive bids from qualified firms. The RFP was publicly
posted on February 13, 2019, bids were received on March 11, 2019, and opened on March
12, 2019. There were five firms that submitted proposals for the demolition of the High-Rise
Building at 1001 Southmore Avenue.

ESE ranked each contractor proposals based on their total score. The scoring was based on;
Price, Qualifications, Methodology and Safety. ESE based its recommendation on an overall
score of 93.21 and recommends awarding the contract to D.H. Griffin of Texas Inc. Project #
M039 for a contract amount of $748,000. Staff concurs with the recommendation and requests
approval of the item. A representative from ESE will be in attendance to answer questions.

COMPANY BACKGROUND: Founded in 1959, D.H. Griffin Companies (DHG) is a group of
privately owned and integrated companies that provide contract demolition, environmental
and site development services, to both public and private sectors. Together, the DHG network
includes over 1,000 employees in offices throughout the South and Mid-Atlantic states, with an
equipment fleet numbering over 600 Pieces. DHG completes in excess of $400 million dollars in
project revenue each year, serving both domestic and international markets.

STRATEGIC PLAN JUSTIFICATION: Section 4.2 – Explore options for redeveloping Pasadena
CURRENT ACTION: Town Square; 4.3.4 – Prioritize future programs and
investments to support corridor redevelopment.
BUDGET FUNDING:
ATTACHMENTS: Authorize Staff to approve and award contract for the
demolition of the High Rise Building at 1001 Southmore
Avenue (CIP# M039) to D.H. Griffin of Texas Inc., lowest
responsible bidder, in the amount of $748,000.00, with a
10% contingency of $74,800.00 for a total appropriation of
$822,800.00.

EDCM039 - 7998

1 – Recommendation Letter
2 – Bid Evaluation Summary
3 – Contract


THE STATE OF TEXAS: KNOW ALL MEN BY THESE PRESENTS:

COUNTY OF HARRIS:

THIS AGREEMENT made and entered into by and between the Pasadena Economic
Development Corporation, a type B corporation, hereinafter called “PEDC”, and

D.H. GRIFFIN OF TEXAS, INC.

Hereinafter called the “CONTRACTOR”, and referred to in the masculine pronoun singular
whether a person, firm or corporation.

WITNESSETH:

1. The Contractor agrees at his own cost to furnish all tools, labor, material, machinery
and appliances for the construction of, and to construct and deliver to PEDC in a good,
sound, workmanlike manner, in strict accordance with the plans and specifications for said
work, including general conditions and drawings prepared by the Director of Project
Development hereinafter and in the documents made a part hereof at times called Director,
and adopted by PEDC Board of the City of Pasadena for:

DEMOLITION OF HIGH RISE BUILDING LOCATED AT 1001 SOUTHMORE

AVENUE, PASADENA, TEXAS

PROJECT # M039

CONTRACT AMOUNT: $748,000.00

CALENDAR DAYS: 90

And further obligates himself to pay promptly all subcontractors, workmen, mechanics and
materialmen who may furnish labor and material for such work in strict accordance with such
Contractor’s agreement with such parties.

2. The Contractor agrees to begin work of construction within _15___ days after being
notified in writing to do so. The Contractor agrees to prosecute said work diligently and
uninterruptedly after commencement, excepting as shall otherwise be ordered in writing by
the Director, and shall be finished and fully completed within the number of calendar days
stated in the Contractor’s bid proposal, made a part of this contract. Time is of the essence of
this contract, and the Contractor expressly stipulates that he understands that it is important to
PEDC that this public improvement be completed within the specific time. The parties hereto
understand and agree that a breach of this portion of the contract by the Contractor will cause
damage to PEDC but further agrees that such damages cannot be accurately measured and
that the ascertainment of such damages will be difficult. Therefore, it is agreed by PEDC and
the Contractor that for each and every day that said work or any portion thereof shall remain
uncompleted after the expiration of the time limit above specified, or as extended in the
manner provided in said General Conditions, the Contractor shall pay to PEDC the sum
specified in the General Conditions, as minimum liquidated damages, which it is agreed will
accrue to PEDC by reason of the non-completion of said work within the specified time.
However, the foregoing agreement as to liquidated damages constitutes only an agreement by
PEDC and the Contractor as to the minimum amount of damages which PEDC will sustain in
any event by reason of the Contractor’s failure to complete the work within the specified
time. Should PEDC suffer damages over and above the minimum amount specified, by
reason of the Contractor’s failure to begin the work when ordered, carry it forward
uninterrupted after the beginning or complete it within the specified time in strict accordance

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with the plans and specifications, PEDC may recover such additional amount. PEDC shall
have the right to deduct and withhold the amount of any and all such damages, whether it be
the minimum amount agreed upon or may recover such amount from the Contractor and the
sureties on his bond; all of such remedies shall be cumulative and PEDC shall not be required
to elect any one nor be deemed to have made an election by proceeding to enforce any one
remedy.

3. The said prime contractor, before beginning the work, shall execute to PEDC:

(1) a performance bond if the contract is in excess of $100,000.00
a. solely for the protection of PEDC;
b. in the amount of the contract; and
c. conditioned on the faithful performance of the work in accordance with the
plans, specifications, and contract documents.

(2) a payment bond if the contract is in excess of $25,000.00
a. solely for the protection and use of payment bond beneficiaries who have a
direct contractual relationship with the prime contractor or a subcontractor to
supply public work, labor or material; and
b. in the amount of the contract.

(3) a maintenance bond is to be furnished as a guarantee of the quality of the
workmanship and materials for a period of one year from the date of final
acceptance of the completed work.

The bonds shall comply with the requirements of V.T.C.A Government Code,
§2253.041 et seq. and must be payable to and be in a form approved by PEDC. The bonds
must be executed by a corporate surety in accordance with Section 1, Chapter 87, Acts of the
56th Legislature, Regular Session, 1959 (Article 7.19-1, Vernon’s Texas Insurance Code).

The bonds must clearly and prominently display on the bond or on an attachment to the
bond:

a. the name, mailing address, physical address, and telephone number, including
area code, of the surety company to which any notice of claim should be sent; or

b. the toll-free telephone number maintained by the Texas Department of Insurance
under Article 1.35D Insurance Code, and a statement that the address of the
surety company to which any notice of claim should be sent may be obtained
from the Texas Department of Insurance by calling the toll-free telephone
number.

The said Contractor further agrees to comply with all the ordinances and regulations
of said City relating to the manner in which excavations or other work are to be protected and
made in the City streets and, on any other property and to protect such work with all such
lights, barriers and other safeguards as are necessary and that are provided in the
specifications or ordinances of the City or laws of the United States or this State, and further
agrees and obligates himself to make payments promptly to all persons or corporations who
may furnish any labor or material or both, in the prosecution of such work. The completion
and acceptance of the work shall not absolve the Contractor from the above obligations as to
any occurrence proximately resulting from any act or omission on his part.

4. If the Contractor fails to begin the delivery or to commence work as provided in
the contract or fails to make deliveries of materials promptly as ordered, or to maintain the
rate of delivery of material or progress of the work in such manner as in the opinion of the

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Director insures a full compliance with the contract within the time limit, or if, in the
judgment of the PEDC Board and Director, the Contractor is not carrying out the provisions
of the contract in their true intent and meaning, and in accordance with the terms of this
contract and of the plans and specifications, written notice may be served by the PEDC Board
or Director on such Contractor, or his agent or Representative, to provide within a specified
time for a satisfactory compliance with the contract, and if said Contractor neglects or refuses
to comply with such notice, PEDC may cancel or suspend the operation of all or any part of
the contract and of the work hereunder, or it may, in its discretion, after such notice, purchase
any or all of the material without suspending the contract. Upon suspension of a contract for
construction or installation, PEDC may, in its discretion, take possession of all or any part of
the machinery, tools, appliances, materials and supplies used on the work covered by the
contract, or that have been shipped or delivered by or on account of the Contractor for use in
connection therewith, and the same may be used either directly by PEDC, or by other parties
for it, for the completion of the work so suspended; or PEDC may employ other parties to
perform the work or may substitute other machinery or materials, purchase the material
contracted for in such manner as it may deem proper, or hire such force and buy such
machinery, tools, appliances, materials and supplies, at the Contractor’s expense, as may be
necessary, in the opinion of the Director, for the proper conduct and completion of the work.
If, in the opinion of PEDC, there is an emergency for the furnishing of certain material or the
performance of certain work, in order to insure compliance with the terms of the Contract,
and if the Contractor fails to furnish such material or to perform such work within a
reasonable time fixed by the written notice from PEDC, or the Director, to the Contractor,
then PEDC shall have the power to and it may at its election furnish such material or perform
such work at the expense of the Contractor and his sureties, who shall be liable therefore. In
the determination of the question whether there has been such noncompliance with the
contract as to warrant its suspension or the furnishing of material, or the performance of work
by PEDC as herein provided, the decision of the Director shall be final. The enumeration of
the options and privileges of PEDC as hereinbefore set forth is not and shall never be
considered as the only rights, options or remedies of PEDC and it is expressly agreed that
PEDC may pursue any other and further option, right and remedy accorded to it at law and in
equity. Any cost, damage and expense to PEDC above the contract price arising out of the
happening of any or all of the contingencies above specified and contemplated shall be
charged to and paid in full by the Contractor and his surety. Any other loss, of any nature,
occasioned to PEDC by reason of default or failure of the Contractor or by any breach of this
contract shall also be borne and paid by the Contractor and his surety. In the event that PEDC
shall suspend or terminate the contract in whole or in part, such action shall not relieve either
the Contractor or his surety from any of the covenants, conditions, obligations or liabilities
imposed upon them by this contract or by the Contractor’s liabilities imposed upon them by
this contract or by the Contractor’s bonds. It is expressly agreed by the Contractor and his
surety that they and each of them will be fully and completely bound by each and every
decision of PEDC or the Director in all matters pertaining to this contract unless the
Contractor or his surety shall prove by clear, convincing and unmistakable proof that such
decision if arbitrary and not grounded upon any evidence of fact reasonably calculated to
support such decision. It is further agreed, that if the said PEDC shall be obliged, under the
terms hereof, to take charge of and complete said work, that it shall have the right, and is
hereby permitted to use all the patented or copyrighted plans, tools, machinery, appliances,
materials or methods of the Contractor so that the work shall be completed in accordance
with the plans and specifications.

5. THE CONTRACTOR AGREES TO INDEMNIFY FULLY AND TO SAVE
WHOLE AND HARMLESS PEDC FROM ALL COSTS, EXPENSES AND
DAMAGES OR LOSSES, INCLUDING ALL COSTS OF LITIGATION, ARISING

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OUT OF ANY REAL OR ASSERTED CAUSES OF ACTION, AND FROM ALL
COSTS OR LOSSES FROM WRONG, OR INJURY OR DAMAGES WHICH MAY
BE OCCASIONED BY SAID CONTRACTOR, ITS AGENTS, SERVANTS OR
EMPLOYEES IN THE PROSECUTION OF SAID WORK, OR CONNECTED
THEREWITH AND THE SAID CONTRACTOR, ITS AGENTS, SERVANTS OR
EMPLOYEES IN THE PROSECUTION OF SAID WORK, OR THEREWITH,
WHERE SUCH INJURIES, DEATH OR DAMAGES ARE CAUSED BY THE JOINT
NEGLIGENCE OF PEDC AND ANY OTHER PERSON OR ENTITY.

CONTRACTOR AGREES TO AND SHALL INDEMNIFY AND HOLD HARMLESS
PEDC, ITS OFFICERS, AGENTS, AND EMPLOYEES, FROM AND AGAINST ANY
AND ALL CLAIMS, LOSSES, CLAIMS OF ACTION, SUITS, AND LIABILITY OF
EVERY KIND, INCLUDING ALL EXPENSES OF LITIGATION, COURT COST,
AND ATTORNEY’S FEES, FOR INJURY OR DEATH OF ANY PERSON OR FOR
DAMAGE TO ANY PROPERTY, ARISING OUT OF OR IN CONNECTION WITH
THE WORK DONE BY THE CONTRACTOR, ITS AGENT, SERVANTS OR
EMPLOYEES UNDER THIS CONTRACT OR CONNECTED THEREWITH
WHERE SUCH INJURIES, DEATH OR DAMAGE ARE CAUSED BY THE JOINT
NEGLIGENCE OF:

(1) THE CONTRACTOR OR ANY OF ITS EMPLOYEES; AND
(2) PEDC, ITS OFFICERS, AGENTS OR EMPLOYEES.

IT IS THE EXPRESSED INTENTION OF BOTH PEDC AND THE CONTRACTOR
THAT THE INDEMNITY PROVIDED FOR IN THIS SECTION IS INDEMNITY BY
THE CONTRACTOR TO INDEMNIFY AND PROTECT PEDC FROM THE
CONSEQUENCES OF THE NEGLIGENCE OF PEDC, ITS OFFICERS, AGENTS
OR EMPLOYEES WHERE SUCH NEGLIGENCE IS A CONCURRING CAUSE OF
THE INJURY, LOSS, DEATH OR DAMAGE. FURTHERMORE, IT IS THE
EXPRESSED INTENTION OF BOTH PEDC AND THE CONTRACTOR THAT THE
INDEMNITY PROVIDED FOR IN THIS SECTION SHALL HAVE NO
APPLICATION TO ANY CLAIM, LOSS, DAMAGE CAUSE OF ACTION, SUIT OR
LIABILITY WHERE THE INJURY, DEATH OR DAMAGE RESULTS FROM THE
SOLE NEGLIGENCE OF PEDC UNMIXED WITH THE FAULT OF THE
CONTRACTOR OR ANY OF ITS EMPLOYEES.

6. The Contractor shall be paid for the performance of all of the work, as aforesaid,
the unit prices set out in full in the Contractor’s bid proposal, a copy of which is hereto
attached and made a part of this contract. And it is understood that payments of the said
amount, except where otherwise provided in this contract, shall be given and received as
payments in full for all the work and material described generally in Section One (1) of this
contract and there stipulated to be done and furnished by the Contractor, and said prices
herein named shall be considered as including and comprehending the completion of the
whole work, herein contracted for, together with the payment of and for all the labor and
materials and all appliances and appurtenances and all detail work as described generally in
Section One. The bids herein are being made for a complete work and not for parts of a work.

Said compensation shall be paid to the said Contractor, and at the time and in the manner, as
follows, to wit:

(a) PEDC shall pay to the Contractor all of the cost as bid by said Contractor of such
improvements; all payments to be made by PEDC to the Contractor shall be upon the written

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estimate of said Director, ninety five (95%) of which estimates shall be payable at the time
said estimates are furnished, five percent (5%) being retained and reserved until the
completion of the work and its acceptance by PEDC, and no estimate shall be given at any
time except upon such portions of the work as have been actually completed.

7. The Contractor shall not obstruct or place any impediment in the way of laying
any underground pipes, or any underground structures required or permitted to be laid under
the authority of PEDC during the progress of such work, or in advance thereof, but shall give
all reasonable assistance to the same, and the duty of the said Contractor to build the
improvement herein contracted for shall in no way be diminished or affected by the
construction of said underground structures in advance of or in concurrence with said
pavement, but the said pavement shall in all respects be guaranteed to be keep in good order,
free from defects produced by or from said cause, or any other causes; but should any other
person, firm or corporation, except PEDC, cause or occasion any fault or injury to said
pavement or improvement by means of the construction or maintenance of said underground
structures, then such person or corporation shall not be relieved from liability to the
Contractor or successors for said injury or damage to the pavement in any case or event in
which the said Contractor or successors shall be liable to PEDC to repair or construct or
maintain the same. But, between the Contractor and PEDC, the fact of laying of said
pavement along any part of said street shall be final acceptance and agreement by the
Contractor that all backfilling and tamping have been properly done along said street and that
same was before the pavement was put down in proper condition to receive said pavement;
provided that nothing herein shall affect the right of the Contractor as against such third
parties to contend that said back-filling has not been properly done in advance of the laying
of such pavement. When the Contractor is not satisfied with the earth foundations for laying
the pavement, by reason of excavations in advance thereof, he may require the party
responsible for such improper filling and tamping to have the same perfected by proper
backfilling and tamping as to receive the pavement.

All disagreements, disputes or controversies of any kind between the parties hereto
relative to the proper performance of this contract, including materials used, the manner of
method of performance, shall be submitted for decision to the Director, whose judgement,
when rendered, shall be conclusive, final and binding upon the parties hereto.

8. This contract shall be personal to the Contractor hereinbefore named, and it is
agreed that the performance hereof, is whole or in part, shall not be assigned or sublet to
anyone without the written consent of PEDC Board, and in no case shall such consent relieve
the said Contractor or surety from the obligations herein assumed or change the terms of this
agreement.

9. It is distinctly understood and agreed that the passing approval or acceptance of
any part of the work or material by the Director or PEDC Board or by any agent or
representative as in compliance with the terms of this contract or of the plans and
specifications covering said works shall not operate as a waiver by PEDC of strict
compliance with the terms of this contract, not shall such passing, approval or acceptance
operate to stop PEDC from demanding strict compliance with the term of this contract and
the plans and specifications covering said work, and PEDC may at any time within a period
of one year from and after the date of said passing, approval or acceptance of any such work
or materials require the Contractor or his surety to repair, replace, restore and make said work
and materials, which did not at the time of completion, comply strictly and in all things to
this contract and to the plans and specifications which are made a part hereof, or PEDC may,
within said one year period, recover damages from said Contractor and his surety for all

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