HomeMy WebLinkAbout05 141 Feasility Study Mallot
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THE CORPORATION OF THE MUNICIPALITY OF KINCA INE
NO. 2005 -141
BEING A BY-LAW TO AUTHORIZE THE SIGNING OF AN A REEMENT WITH
MALLOT CREEK STRATEGIES INC. TO DEVELOP P E 2 OF A
FEASIBILITY STUDY TO LOCATE A MUL TI-8PECIES ROCESSING
FACILITY WITHIN THE MUNICIPALITY OF KINC DINE
WHEREAS Section 11 of the Municipal Act, 2001, S.O. 2001, c'i125, as amended,
provides that a lower- tier municipality has the power to pass by-law under the sphere
of jurisdiction of economic development services; I
AND WHEREAS pursuant to Sections 8 and 9 (1) of the S~'d Municipal Act,
municipalities are provided with the powers of a natural person to ena Ie them to govem
their affairs as they consider appropriate and to enhance their ab lity to respond to
municipal issues; .
AND WHEREAS with the passage of By-law No. 2004 - 146, th Council for The
Corporation of the Municipality of Kincardine entered into an agr ment with Mallot
Creek Strategies Inc. to conduct a feasibility study to identify the futu e market potential
for a fully integrated multi-species processing facility in the Munici lity of Kincardine
and to determine preferred processing options;
AND WHEREAS the Council for the Corporation of the Municipality of Kincardine now
deems it advisable to accept a proposal from Mallot Creek Strategi s Inc. to conduct
Phase 2 - Concept Development and Producer Group Support of t e Feasibility Study
which is attached to this by-law as Schedule "A";
NOW THEREFORE the Council for The Corporation of the Munici ality of Kincardine
ENACTS as follows:
1. That the Council for The Corporation of the Municipality of Kin rdine accept the
proposal presented by Mallot Creek Strategies Inc. of Ferg s, Ontario, in the
amount of $27,000.00, including all applicable taxes, to conduct Phase 2
(Concept Development and Producer Group Support) of feasibility study
regarding the development of a KilVCut Facility for a Multi-Spe 'e Facility.
2. That the Mayor and CAO be authorized to sign, on behalf of he Council for the
Corporation of the Municipality of Kincardine, any contracts an other documents
required to proceed with the proposal which is attached to this by-law as
Schedule "A".
3.. This By-law shall come into full force and effect upon its final ssage.
4. This By-law may be cited as the "Processing Facility Feasibi ity Study Phase 2
(Mallot Creek) Acceptance By-law". .
READ a FIRST, SECOND and THIRD TIME and FINALLY PASS D this fd' day of
September, 2005.
.ARA_/Â
Mayor .
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AGREEMENT FOR PROFESSIONAL CONSULTING SERVI ES
MEMORANDUM OF AGREEMENT Dated th~
- BETWEEN -
day of v 2005
Municipality of Kincardine
Hereinafter called the "aient"
THE PARTY OF THE ARST PART
- AND·
MALlOT CREEK STRATEGIES INt.
Hereinafter called the ·Consultant"
THE PARTY OF THE SECOND PART
WHEREAS the aient intends to
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~.nt for P. ..AlISslonal Mallot creek Strategies Inc. 5ervIces Between
Client and Consultant
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Prqx)sal:
Phase 2 - ConœrA: Development & PrOOucer p Support
Feasibility Study Regarding the Development of a Kill/Cut Fa lity for a Multi-
Specie Facility in Kincardine
January 71t1, 2005
MALLOT
C R BEl
G R 0 UP IN C.
MALLOT CREEK STRATEGIES INC.
195 5t. David Street
Fergus, Ontario, Canada NIM 2L4
Telephone (519) 787-7830
Fax (519)787-7833
Ag~nt for PI Þf iicrnal Mallot creek Strategies Inc. ServIces
Client and Consultant
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1.0 - Introduction
The Eoonomic Development Committee (EDC) for the Munidpality of Kincardine ha initiated a feasibility study
regarding the development of a multi-specie kilVcut fadlity within the Kincardine regio . The dosure of the United
States border to Canadian cattle as a result of the discovery of BSE In Alberta has led to erely depressed prices for
fed cattle and many other livestock. Prices for cows and other mature animals have n hit particularly hard Since
even the processed meat from these animals cannot aoss the border either. Prod in Kincardine have felt the
negative impacts of these lower prices considerably. As a result, an effort is being m to investigate processing
options that would benefit and support local producers and the community. The Mu ·pality is spearheading this
eIfort In the hopes that outside Investors can be Identified to carry the project throug to fruition.
In September of 2004 Mallot Creek Strategies began worK on phase #1 of the feasibir study. Phase #1
involved an analysis of the curent and potential markets for lamb, veal, fed cattte, a cull cows. A
recommendation to proceed to phase #2 of the feasibility study has been given based on the results of the
analysis in phase #1.
This proposal specifically details the requirements for coordinating the producer sup
moving this project forward..
2.0 . Wortt Plan
From the beginning of the project, we suggested utilizing a phased approach to !cally determine the
feasibility of establishing a kill/cut facility in the Kincardine region. This proposal the second phase of the
project, assessing and coordinating Initial producer support for the concept. As with e first phase, the analysis
conducted in this phase will be used to make a recommendation on whether or not to proceed to the next phases.
A significant etement of this venture will be the identification of outside producer i rs to truly drive It
forward. While the Munidpality of Kincardine is funding the initial 5IiIges of the feasi lity study, it Is their
intention to transfer the Initiative off to an investor group after the study's completion The most likely source of
investors will be producers, producer co-operatives, and/or private Investors. As a It, phase #2 will focus on
identifying producers and investors who are interested in the concept. This phase wll also involve assessing
intelested producers' level of commitment and ability to support the Initiative both fi ncially and with manpower.
In order to solidify producer and Investor support for the c.onœpt, a number of p s and meetings with
various groups will be required. We propose to arrange and coordinate meetings ætec:œd members of
Kincardine's EOC and these groups. While, financial support for the entire project is expected at this time;
the primary goal at this phase of the project is to gain support, both financial and ise, for the concept in
general and for the completion of the feasibility study/business plan. We propose to op a concept
plan/Vision presentation which will be presented to potential producer investors. Thi will include outlining the
vision for the project, developing a top line business plan, initial capital cost esti , and an estimation of the
equity and debt requirements.
While producer support is aitical to the project as a whole, there may be additional
from government for future phases of the feasibility study and business plan. Mallot eek will investigate
potential government funding available and provide an assessment of their potential s related to this project.
In addition to assessing and committing support for the initiative, an analysis of op
marketplace for lamb and beef products wiD also be compleœd. This analysis will
market trends, buying behaviour, and potential future opportunities for export.
nities in the international
on market aa:ess, wor1d
Agreement for PraI Ii_I Mallot creek Strategies Inc. 5ervIces Between
Client and Consultant
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Ph_ #2 - PIOjed: VIsion Development
A. Development of the proposed concept to a point where the c:onœpt can be
other potential producer groups in the region. The concept presentation will i
» Project definition and market analysis
» Project "Mission" statement
» Project 3 year "Vision"
» Top line 3 -5 year "business plan"
» Rnanclal review <Investment requirements and basic fadlity costs)
» Next steps and commitment requirements
» Project timeline
B. Producer Meetings "Presentations"
» Work with regionally based OSMA board representatives and lamb
in the Kincardine region to outline and discuss the project with in
» Organize a meeting in the Kincardine region to outline and disaJSS
veal producers and other potential protein groups
» Organize a meeting in the Kincardine region to outline and discuss th
cattle producers
» Determine the level of interest from the Bruce Packers initiative in pa
C. Investigate and analyze potential sources of government funding available
D. Analyze opportunities in the International marketplace
E. Determine the level of support of producers in the region and present a reco
not to proceed to the Economic Development Committee
3.0 . Tlmellne and Budget
The required fee for Phase #2 of the analysis and report as per defined in Section 2.0 bove is $ 27,000 CDN plus
any applicable taxes. This amount Includes all fees, costs and disbursements req ired for the execution and
completion of the analysis. This amount also includes regionally based required travel expenses.
tad to lamb, Veal and
ude:
P to organize a meeting
producers
project with interested
ip
Phase #2 Is expected to be completed by October 31st, 2005 and a recommendation of theror not to proceed can
be made to the Economic Development Committee at their November meeting.
Fee Breakdown:
". PhaM #2 - Ploject VIsIon Development $ 25,
Deliverables: A concise report containing the information as described in Phase 2 section 2.0, induding an
analysis of producer support in the Kincardine area for the initiative outlined a ; and a recommendation as
to the feasibility of proceeding with Phase #3
· Concept Development - 7 days @ $1,000 I day = $7,000
· Meetings
o lamb - 3.5 days
o Cattle- 3.5 days
o Veal - 3.5 days
o Other - 2.5 days
o Total- 13 days @ $1,000 I day = $13,000
· Government Funding Analysis
o 2 days @ $500 I day = $1,000
· World Market Analysis
o 2 days @ $500 I day = $1,000
· Go I No Go Report - 3 days @ $1,000 = $3,000
". Travel
". Total
~ent for PlolIBuilllllll Mallot creek Strategies Inc. 5ervIces Between
alent and Consultant
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Projeå Timellne:
Assuming that approval to proceed is received by August 9th, 2005, the analysis will
following time schedule as set by the steering committee:
Phaæ
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2A
2C
2C
2D
2E
TBD
TBD
3
TBD
TBD
No Go Decision
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Ag-.nt for p....r 1&1_1 Mallot Creek Strategies Inc. 5ervIces Between
Client and Consultant
28th
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hereinafter called the "Project", and has requested the Consultant, to furnish p
therewith;
NOW THEREFORE WITNESSETH that in ronsIderation of the covenants contai
Consultant mutually agree as follows:
1.0 -
ARnCLE 1. GENERAL CONDmONS
herein, the aient and the
Ll Ownership of Documents
Unless otherwise specifically agreed in a written agreement of license sig by the dient, any designs,
drawings, specifications documents, materials, software, equipment and things pplled, aeatecI or produced
by the consultant in performing services paid for by the dient, shall be or and remains the dlent's
exclusive property. Any initial designs. drawings, specifications, documents, . Is, software, equipment
and things supplied by the dient, shall be and remain the dient's property. consultant shall preserve in
good condition and keep confidential such property and return it to the dient u n request or completion of
the project.
The consultant may with the consent of the dient publish alone or in conju
artldes, photographs or other illustrations relating to the project.
1.2 Confidential Data
The consultant shall not divulge any confidential information acquired in course of carrying out the
selVices provided for herein except to those individuals or corporations ry for the consultant to
complete its services under the terms of this agreement.
1.3 ArbIb ation
All matters in dispute under this agreement may with the consent of both partl be referred to arbitration by
a single arbitrator. The cost of the arbitrcltlon shall be shared equally.
No person shall be appointed to act as arbitrator who is in any way inte. e:sted, fi ancially or otherwise, in the
conduct of the work on the project or in the business or other affairs of either the dlent or the consultant.
The award of the arbitrator shall be final and binding upon the parties.
1.4 SuCCBIISDrS and Assignment
This agreement shall ensure to the benefit of and be binding upon the hereto and, except as
otherwise provided herein, upon their executors, administrators, successors a assigns.
If a party to this agreement who is an individual should desire to bring in a
which is a partnership should desire to bring in a new partner or partne
obligations of this agreement, they may do so by properly notifying the other pa
action.
If a party to this agreement is a partnership, and a partner thereof either dies or retires, the remaining parties
therein shall form a new '" ,. ~ H7f' partnership to share the benefits and obli tions of the agreement.
or partners, or if a party
to share the benefits and
In writing of such intended
Except as foresaid, neither party shaD assign this agreement without the prior t In writing of the other.
1.5 Termination and SuspensIon
The dient may at any time, by notice in writing to the consultant, suspend or inate the services or any
portion thereof at any stage of the undertaking. Upon receipt of such . notice, the consultant shall
perform no further services other than those reasonably necessary to dose out the consultant's services. In
such event, the consultant shall be paid by the dient for all services perfor and for all disbursements
InQJrred pursuant to this agreement and remaining unpaid as of the effective ate of such termination.
If the dient is in default in the performance of any of the dient's obligations
consultant may, by written notiœto the dient, require such default be
of such notice, such default shal not have been corrected, the consultant
agreement In such event, the consultant shall be paid by the dient for all
~ent far Pløt'¡ r '_I Millet Creek Sbaliq ies Inc. Ser'.oices Between
Client and Consultant
forth in this agreement, the
. If, within 30 days of receipt
immediately terminate this
ces performed and for all
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disburSements incurred pursuant to thiS agreement and remaining unpaid as f the effective date of such
termination.
1.6 Records and Audit
In order 10 provide data for the calculation of fees on a time basis, the consul nt and the sub-consultants
shall keep a detailed record of the hours wor1<ed by, and the salaries paid to, consultant's staff employed
on the project.
The dient may inspect and audit the books, payrolls, accounts and records f the consultant and sub-
consultants during regular office hours with respect 10 any item, which the d ent is required to pay on a
payroll multiplier basis as a result of thiS agreement.
The consultant, when requested by the dient, shall provide copies of
disbursements for which the consultant daims payment under this agreement.
1.7 Indemnification
The consultant shall indemnify and save harmless the dient from and agai all claims, actions, losses,
expenses, costs or damages of eNe1Y nature and kind whatsoever which the di t, the employees, officers or
agents of the dient may suffer as a sole result of the negligence of the consulta the employees, officers or
agents of the consultant in the performanœ of thiS agreement.
The dient agrees to hold harmless, indemnify and defend the consultant from a d against any and all daims,
losses, damages, liability and costs of defence arising out of or in any way nected with the presence,
discharge, release or escape of contaminants of any kind, exduding only such r bility as may solely arise out
of the negligence of the consultant in the performance of consulting services to dient within this project.
L8 Changes and AIœratIons and Additional Senices
After gMng notice 10 the consultant, the dient may, in writing at any time after the execution of the
agreement or the commencement of the services, delete, extend, increase, ary or otherwise alter the
services forming the subject of the agreement, and if such action by the client n . tes addJtional staff or
services, the consultant shall be paid In accordance with Article 4 for such add' onal staff employed directly
thereon, together with such expellses and disbursements as allowed lJ'Ider de 4. In the case of a
reduction in the requirement for services, any reduction in the consultanfs fee will be the subject of
negotiation. No such change shall require the execution of a formal amend to this agreement.
2.0 -
ARnCLE 2. RESPONSIBILITIES OF THE CUE
2.1
The diem shall:
2.2
2.3
2.4
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2.6
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malæ available to the consultant all relevant information required by the con ltant, and shall Instruct the
consultant futly as to the dienfs requirements including design objectives, ints and aiteria, special
equipment and sysœms, site requirements and construction needs. The consu nt shall be entitled 10 rely
upon the accuracy and oomplete!leSS of all such information and data furnished rough the dlent or dlent's
consultants whether such consultants are engaged at the request of the consu nt or not.
when SO required by the consultant engage consultants directly to perform se ces necessary to enable the
consultant to fully carry out his or her duties, such services to include a legal su of the potential site, site
services data, geotechnical reports and appropriate testing if required.
give the consultant authority to act as the dient's agent In all matters talll
consultant's services.
promptly review all docun"" ,1ø1luo1 submitted by the consultant, and inform the
for the ordet1y progrllSS of the consultant's services and of the work.
provide payment for all fees for required consents, approvals, licenses and pe its from authorities having
jurisdiction.
nt of decisions in time
arrange and malæ provision for the consultant's entry and access to public a private property and the
project site in the pelformance d the duties.
Agreement for Plofuslonal Mallot creek Strategies Inc. 5ervIces Between
Client and Consultant
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arrange and pay for tender advertising and any necessary legal, financial or in rance coonselling services
required for the project if required.
designate In writing a repI êS(., .tatlve to have authority to transmit instruction to and receive information
from the mnsultant
immediately notify the consultant whenever the diem, or the dienrs re . ,beoomes aware of a
defect or defidency in the wor1t or the mntract documents.
provide to the consultant all design, layout and technical specifications available all process equipment to
be induded In the faålity if required.
3.0 - ARTICLE 3. CONSULTANT SERVICES PROVI ED UNDER THIS
AGREEMENT
3.1 General
The consultant shall render services to the dient "in a timely manner" under this
of care, skill and diligence normally provided in the performance of services in
nature to that contemplated by this agreement at the time and place that
IN WITNESS THEREOF the parties herein have caused to be executed those
authorized In that behalf on the day and year first above written.
SIGNED
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For the Municipality of Kincardi e
Per.
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I have the authority to bind
Per:
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FOR MALlOT CREEK ST
Name: (Print): ß___
Title: {J....).
I have the authority to bind corporation.
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Au-ent for Professional MalIot er.k Strategies Inc. ServIces Between
Client and Consultant
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