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HomeMy WebLinkAbout10 028 bruce community futures development corporation letter of agreement• THE CORPORATION OF THE MUNICIPALITY OF KINCARDINE BY -LAW NO. 2010 — 028 BEING A BY -LAW TO AUTHORIZE THE SIGNING OF A LETTER OF AGREEMENT WITH BRUCE COMMUNITY FUTURES DEVELOPMENT CORPORATION FOR A FINANCIAL CONTRIBUTION AND WHEREAS Section 8 (1) and 9 of the Municipal Act, 2001, S.O. 2001, c.25, provides that the powers of a municipality under this or any other Act shall be interpreted broadly so as to confer broad authority on the municipality to enable the municipality to govern its affairs as it considers appropriate and to enhance the municipality's ability to respond to municipal issues and has the capacity, rights, powers and privileges of a natural person for the purpose of exercising its authority under this or any other Act; AND WHEREAS it is deemed advisable to enter into a Letter of Agreement with Bruce Community Futures Development Corporation for a financial contribution towards the Bruce Energy Centre Utility Transfer Project, in the amount of $10,000.00; AND WHEREAS the terms and conditions are set out in the Letter of Agreement attached to this by -law as Schedule "A ". NOW THEREFORE the Council of The Corporation of the Municipality of Kincardine ENACTS as follows: 1. That the Municipality of Kincardine enter into a Letter of Agreement with Bruce Community Futures Development Corporation for a financial contribution towards the Bruce Energy Centre Utility Transfer Project, in the amount of $10,000.00. 2. That the Mayor and Chief Administrative Officer be authorized and directed to sign and execute, on behalf of the Council of The Corporation of the Municipality of Kincardine, the letter of agreement with Bruce Community Futures Development Corporation, attached hereto as Schedule `A' and to affix the corporate seal. 3. This By -law shall come into full force and effect upon its final passage. 4. This By -law may be cited as the "BCFDC Letter of Agreement By -law ". • • • • READ a FIRST and SECOND TIME this 10 day of March, 2010. (1°-e 7L'■ Olayor g T ' K , — , ay Page 2 BCFDC Letter of Agreement By -Iaw By -Iaw No. 2010 - 028 Q3t7Qlt_f> READ a THIRD TIME and FINALLY PASSED this 10 day of March, 2010. U Clerk QIcci f> And: A i ' Community Futures Development Corporation Community Futures Rural Development Fund LETTER OF AGREEMENT (Hereinafter referred to as the "Agreement ") Fund Name: Community Capacity File Number: CCF -09 -13 Contribution Amount: $10,000. Between: Bruce Community Futures Development Corporation Box 208 281 Durham Street Kincardine, Ontario N2Z 2Y7 Fax: 519- 396 -8346 (Hereinafter referred to as the `BCFDC ") (Hereinafter referred to as the "Recipient ") BRUCE The Corporation of the Municipality of Kincardine Municipal Administration Centre 1475 Concession 5, RR5 Kincardine, ON N2Z 2X6 In response to your request dated March 1, 2010, the BCFDC offers to make a contribution not to exceed the sum of $10,000. (the "Contribution ") to the Recipient for the purposes described in Schedule A — The Project Statement of Work (the "Project "), upon the following terms and conditions. Schedule A shall be considered an integral part of this Agreement. 1. Conditions of the Agreement: a) This Agreement comes into force on the date that the duplicate copy of this Agreement, unconditionally accepted and duly executed by authorized representatives of the Recipient, is received by BCFDC (the "Date of Acceptance ") Page 1 of 7 b) "Eligible Costs" shall mean the reasonable and proper direct costs set out in Schedule A, which are incurred and paid by the Recipient in carrying out the Project activities described in Schedule A within the Funding Period (as hereinafter defined). c) Subject to the provisions of this Agreement, the BCFDC will make a contribution to the Recipient of eligible project costs up to a maximum of $10,000. d) The Project will commence on the "Date of Acceptance" and will be completed on or before March 31, 2010 (the "Funding Period "). e) The Recipient agrees to report the Contribution Amount as income when filing taxes and understands that the Contribution Amount will be considered as taxable income to the Recipient. f) This Agreement may be terminated by either party at any time and for any reason on thirty (30) days written notice. 2. Amendments: a) Any alteration or amendment of any kind to the Project or change that will materially affect the objectives, activities or outcome of the Project, or that will affect the total cost of the Project, will require this Agreement to be renegotiated by the parties hereto. b) The Recipient has the duty to report to the BCFDC any changes to the Project that have the potential to affect the Project or have the potential to affect the milestones. 3. Default: a) The Recipient shall inform the BCFDC immediately should the Recipient be unable to meet any of the obligations of the Agreement for any reason. Should the Recipient fail to meet or satisfy any of the obligations of the Agreement, the BCFDC reserves the right to withdraw this Agreement immediately and to recover any funds advanced and not utilized. Page 2 of 7 4. Terms of Payment: a) The BCFDC will pay the Contribution to the Recipient in respect to Eligible Costs incurred, on the basis of itemized claims which shall be: (i) submitted not more frequently than monthly; (ii) certified by an officer of the Recipient or another person satisfactory to BCFDC; and, (iii) accompanied by a report of work completed to date, details of all costs in respect of which payment is claimed, and such substantiating documentation as may be required by BCFDC. b) The BCFDC shall not make any payment for any costs that the Recipient has entered into before the following date at which your project was approved by the BCFDC: March 1, 2010 c) The BCFDC shall reserve the right to withhold up to 20% of the total Contribution. This amount will be payable upon the completion of the Project and submission of all reporting requirements to the satisfaction of the BCFDC. d) The BCFDC may, at its discretion, provide an advance to the Recipient in respect to the Eligible Costs to be incurred if, in the opinion of the BCFDC, it is required to carry out the project. e) The Recipient shall repay to the BCFDC any amount by which the Contribution disbursed to the Recipient exceeds the Eligible Costs promptly and in any event within thirty days notice by the BCFDC to do so. f) If the Recipient receives any funding from any other source for any Eligible Costs, the BCFDC may, in its discretion, reduce the amount of the Contribution by all or any portion of such funding received by the Recipient. Page3of7 } 5. Reporting: a) During the Period of the Agreement, the Recipient shall provide to the BCFDC such financial statements and progress reports as requested. b) During the Agreement, the Recipient shall permit representatives of the BCFDC to visit and inspect any of its premises and shall discuss and disclose information as requested in order to determine whether the Recipient is observing and performing the terms and conditions of this Agreement. c) The financial records of the Recipient, as they relate to the Project, are subject to audit by the BCFDC or such other auditor as the BCFDC may designate and the Recipient shall permit any person designated by the BCFDC to audit and copy any invoices, accounts, receipts, time sheets, travel statements or other records or material in relation to the Project. Such examination shall take place during normal business hours at a place to be agreed upon by BCFDC and the Recipient. d) The Recipient shall provide to BCFDC a final Project report, in a form satisfactory to the BCFDC in scope and detail, within thirty days of the end of the Funding Period. e) The Recipient shall assist the BCFDC in completing any evaluation of the outcomes and impacts that result from the Project. 6. Public Announcements and Communications: a) The Recipient shall collaborate with the BCFDC to arrange publicity regarding the Contribution and agrees to recognize the Contribution in the manner that the BCFDC reasonably directs. b) The Recipient agrees that all public information, reports, materials, advertising and publicity in connection with the Project shall acknowledge the support of the Federal Government and the BCFDC. c) The Recipient, by signing the Letter of Agreement authorizes the BCFDC to release the name of their company /organization, the Contribution Amount and a brief outline of the project to the media at any time. The Recipient also agrees to have their project name, the Contribution Amount and a brief outline of their project made available to the public in a final report. 7. Liability: a) The Recipient shall hold the BCFDC free from any and all losses, expenses, damages and claims of any kind or nature arising from any activity relating to this Agreement. Page 4 of 7 A b) The Recipient is solely responsible for the hiring, employment, dismissal, and all related matters with respect to persons employed for the purposes of the Project, as well as all contractual arrangements of any kind or nature related to the Project. c) The Recipient understands and agrees to be responsible for compliance with all Federal, Provincial and Municipal laws and regulations with respect to the Project. d) The Recipient acknowledges that the BCFDC is not a subsidiary of the Recipient, and the Recipient agrees not to represent to the public that the BCFDC is so associated. e) The Recipient agrees to release and indemnify the BCFDC, its employees, volunteers, representatives and agents from any and all claims, demands, actions or causes of action that may arise out of, or be related to, the Recipient's participation in the Project or non - compliance with Federal, Provincial or Municipal laws and regulations applicable to the Project. 8. Environment: The Recipient warrants that any environmental issues or concerns related to the Project as known to the Recipient have been disclosed to BCFDC. The Recipient also warrants that Project activities, as required, are in compliance with all applicable legislation, including the Canadian Environmental Assessment Act and the Canadian Environmental Protection Act. 9. Notice: Any notice or communication required to be given under this Agreement shall be in writing and shall be delivered personally, by courier or sent by registered mail, postage prepaid with return receipt requested, or sent by facsimile addressed to the other party at the address provided below or at such other address as either party shall later designate to the other in writing. All official notices or communications shall be addressed to the parties as follows: Bruce Community Futures Development Corporation Box 208 281 Durham Street Kincardine, Ontario N2Z 2Y7 Fax: 519- 396 -8346 Page 5 of 7 4 To: The Corporation of the Municipality of Kincardine This letter of agreement is open for acceptance until March 8, 2010 after which it becomes null and void. Yours truly, Bruce Community Futures Development Corporation Per: E(01 Barb Fisher, Chair Bruce Community Futures Development Corporation The foregoing is hereby accepted this ` day of V.0 { , 2010 The Corporation of the Municipality of Kincardine Per: i gnature of Recipient's Representative H 14 *-) (� Title or Position Per: Signature of Recipient's Representative AtM ).11 6Teffil \IE OfFtCEe___ Title or Position Page 6 of 7 BRUCE II ' Community Futures Development Corporation SCHEDULE A The Project - Statement of Work Fund Name: Community Capacity File Number: SDF -09 -13 Recipient Name: The Corporation of the Municipalityof Kincardine Contact Person: Steve Murray Funding Period: March 1 -March 31, 2010 Item Bruce Energy Centre Utility Transfer Project Project Milestones /Tasks Municipality assumes ownership of utilities at the Bruce Energy Centre (sewer and water) Cost Summary BCFDC Recipient Contribution Total Cost Contribution $490,000. $10,000. Payment Terms: a) The BCFDC will pay the Contribution to the Recipient in respect to Eligible Costs incurred, on the basis of itemized claims which shall be: (i) submitted not more frequently than monthly; (ii) certified by an officer of the Recipient or another person satisfactory to BCFDC; and, (iii) accompanied by a report of work completed to date, details of all costs in respect of which payment is claimed, and such substantiating documentation as may be required by BCFDC. b) The BCFDC shall not make any payment for any costs that the Recipient has entered into before the following date at which your project was approved by the BCFDC: March 1, 2010 c) The BCFDC shall reserve the right to withhold up to 20% of the total Contribution. This amount will be payable upon the completion of the Project and submission of all reporting requirements to the satisfaction of the BCFDC. d) The BCFDC may, at its discretion, provide an advance to the Recipient in respect to the Eligible Costs to be incurred if, in the opinion of the BCFDC, it is required to carry out the project. e) The Recipient shall repay to the BCFDC any amount by which the Contribution disbursed to the Recipient exceeds the Eligible Costs promptly and in any event within thirty days notice by the BCFDC to do so. f) If the Recipient receives any funding from any other source for any Eligible Costs, the BCFDC may, in its discretion, reduce the amount of the Contribution by all or any portion of such funding received by the Recipient. Project Activity Summary Time Frame Results Spring 2010 Hire consultant and legal fees Recipient Initia Page7of7