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HomeMy WebLinkAbout2013 10 28 Regular 600 UCF Incubator Funding COMMISSION AGENDA Informational Consent ITEM 600 Public Hearings g Regular X October 28, 2013 KS RS Regular Meeting City Manager Department REQUEST: The City Manager and the Community Development Department requests that the City Commission consider approval of an agreement with the University of Central Florida Research Foundation, Inc (UCF Incubator) for funding for FY14-16 in an amount not to exceed $75,000 per year. SYNOPSIS: During the FY 2014 Budget process, the Commission approved a funding extension for the UCF Incubator in Winter Springs for FY 14-16 in an amount of $75,000 per year. This agenda item is presented to obtain approval of a contractual agreement for that extension. CONSIDERATIONS: In July 2007, the City Commission approved a grant to the UCF Incubator located in Winter Springs in the amount of $200,000. The City's grant was in concert with a $900,000 commitment over three (3) years from Seminole County and a $30,000 commitment over three (3) years from the Florida High Tech Corridor Council. UCF also requested and was granted $75,000 per year for FY 11-13 which represented an extension in the funding support from the City. The agreement presented herein would extend that funding support for FY 14 - 16 at $75,000 per year. The County continues to be a funding partner in the Incubator. The Incubator has been open since February 2008 and currently has 24 active companies in the program and has graduated 12 companies. Many of these companies are involved in software, communications, military applications, computer-based technologies and professional services. A majority of the graduates have remained local. Regular 600 PAGE 1 OF 2-October 28,2013 These businesses, in conjunction with the on-going efforts of the Incubator, are a good compliment to the current economic development efforts of the City. FISCAL IMPACT: The fiscal impact of this request is $225,000 over the next three (3) years. The City's current budget (FY14) contains the first year funding of$75,000. If approved, the funding for all three years would come from the City's Economic Development Reserves. COMMUNICATION EFFORTS: This Agenda Item has been electronically forwarded to the Mayor and City Commission, City Manager, City Attorney/Staff, and is available on the City's Website, LaserFiche, and the City's Server. Additionally, portions of this Agenda Item are typed verbatim on the respective Meeting Agenda which has also been electronically forwarded to the individuals noted above, and which is also available on the City's Website, LaserFiche, and the City's Server; has been sent to applicable City Staff, Media/Press Representatives who have requested Agendas/Agenda Item information, Homeowner's Associations/Representatives on file with the City, and all individuals who have requested such information. This information has also been posted outside City Hall, posted inside City Hall with additional copies available for the General Public, and posted at five (5) different locations around the City. Furthermore, this information is also available to any individual requestors. City Staff is always willing to discuss this Agenda Item or any Agenda Item with any interested individuals. RECOMMENDATION: The City Manager and the Community Development Department recommend that the City Commission authorize the City Attorney to prepare and the City Manager to execute an agreement with the University of Central Florida Research Foundation, Inc. (UCF Incubator) for funding in the amount of$75,000 per year for FY 14-16. ATTACHMENTS: A- UCFRF/Winter Springs Incubator Economic Funding Agreement B - 2012/2013 Summary of Investment Capital -UCF Incubator Companies Regular 600 PAGE 2 OF 2-October 28,2013 Attachment A UCFRF/WINTER SPRINGS INCUBATOR ECONOMIC DEVELOPMENT FUNDING AGREEMENT THIS ECONOMIC DEVELOPMENT FUNDING AGREEMENT ("AGREEMENT") is made and entered into this 1st day of October, 2013 ("Effective Date"), by and between the CITY OF WINTER SPRINGS, FLORIDA, a Florida municipal corporation ("CITY") and THE UNIVERSITY OF CENTRAL FLORIDA RESEARCH FOUNDATION, INC., a Florida not for profit, direct support organization of the University of Central Florida whose address is 1126 E. State Road 434,Winter Springs, FL 32708 ("UCFRF"). WITNESSETH: WHEREAS,it is the desire of the City to aggressively stimulate economic growth in the City by attracting new industries and businesses to the City,by encouraging the expansion of existing industries and businesses within the City, and by fostering the creation and growth of new industries and busine sses in the City; and WHEREAS, the creation of new employment opportunities for residents of the City and the increased tax revenues resulting from such industry or business expansion and relocation within the City is beneficial to the local economy; and WHEREAS,UCFRF desires to continue support for the business development incubator in Winter Springs, Florida; and WHEREAS, the business incubator currently serves as a business development program for new and growing businesses in Winter Springs and Seminole County; and WHEREAS,the UCFRF/Winter Springs business incubator facility is located within the City of Winter Springs at the Vistawilla Office Center located on State Road 434; and WHEREAS, in furtherance of maintaining the Winter Springs business incubator program within the City of Winter Springs, UCFRF has requested a financial contribution from the City to defray the on-going maintenance costs associated with the UCFRF/Winter Springs incubator; and WHEREAS,the City desires to make the financial contribution in furtherance of the municipal purpose of enhancing and expanding economic activity within its jurisdictional borders under section 166.021(9), Florida Statutes; and WHEREAS, the parties recognize, this Agreement is necessary to ensure that the financial contribution provided by the City to UCFRF ultimately serves the intended municipal purpose; and WHEREAS,the parties agree that the Agreement provided by the City hereunder is for the benefit of the public health, safety, welfare, and convenience of the citizens of the City of Winter Springs and Seminole County, Florida. NOW THEREFORE, in consideration of the mutual promises and covenants herein, and other good and valuable consideration which the parties agree has been exchanged and received the parties agree as follows: Economic Development Grant Agreement UCFRF—Business Incubator Program Page 1 of 5 1.0 Recitals. The foregoing recitals are deemed to be true and accurate and form a material part of the agreement upon which the parties have relied. 2.0 Definitions. For purposes of this Agreement, the following terms and words shall have the meaning ascribed to them, unless the context clearly indicates otherwise: (a) "Effective Date" shall be October 1, 2013 and it shall be the date on which this Agreement shall go into effect. The Agreement shall not be effective against any party until said date. (b) "Grant" shall mean the monies paid by the City to UCFRF in accordance with paragraph 4.0 of this Agreement. (c) "Work" or "Municipal Services" shall be used interchangeably and shall refer to the performance of the services outlined in paragraph 5.0 of this Agreement. (d) "Wrongfully Expended Funds" is defined in paragraph 11.0 of this Agreement. 3.0 Engagement. The City hereby engages UCFRF and UCFRF agrees to perform the Municipal Services outlined in paragraph 5.0 of this Agreement and under the terms and conditions herein. 4.0 Payment of Grant Funds. Upon execution of this Agreement, the City agrees to pay to UCFRF Two Hundred Twenty Five Thousand and No/100 Dollars ($225,000.00). The payment shall be in equal annual installments of Seventy Five Thousand and No/100 Dollars ($75,000.00), subject to annual budget and appropriation by the City Commission pursuant to Section 20.0 of this Agreement. The first installment shall be due upon the Effective Date. The payment provided hereunder shall be used by the UCFRF to defray costs incurred in operating the Winter Springs business incubator at the Vistawilla Office Center. Payment shall be made payable to the University of Central Florida Research Foundation,Inc. and remitted to the attention of Kim Smith, Associate Director, 12201 Research Parkway, Suite 501, Orlando, Florida 32826. 5.0 Municipal Services. The UCFRF agrees to commit to the City that it will operate the business incubator program within the City of Winter Springs for a minimum of three (3) years from the Effective Date provided the annual payment is made in accordance with Section 4.0 of this Agreement. The business incubator program shall be located in a minimum of 10,000 square feet of office space at the Vistawilla Office Center on State Road 434. 6.0 Progress Reports. Upon request by the City, UCFRF shall submit a written progress report (bi-annual or annual) as to the status of the business incubator program set forth in this Agreement. The report shall provide sufficient and reasonable detail regarding the expenditure of the funds provided by the City hereunder, as well as the status and success of the business incubator program. If the detail is not sufficient in the City Manager's reasonable discretion to permit the City to determine compliance with this Agreement,the City may seek more reasonable detail from UCFRF. 7.0 Compliance with Laws. UCFRF shall be responsible for complying with all applicable laws, ordinances, rules, regulations, and lawful orders of any public authority regarding the location and operation of the Winter Springs business incubator program. 8.0 Work is a Private Undertaking. With regard to the location and operation of the Winter Economic Development Grant Agreement UCFRF—Business Incubator Program Page 2 of 5 Springs business incubator program, it is specifically understood and agreed to by and between the parties hereto that the contractual relationship between the City and the UCFRF Provider is such that UCFRF is an independent contractor and not an agent of the City. UCFRF,its contractors,partners,agents, and their employees are independent contractors and not employees of the City.Nothing in this Agreement shall be interpreted to establish any relationship other than that of an independent contractor,between the City, on one hand, and UCFRF,its contractors,partners, employees, or agents, under this Agreement. 9.0 Compliance Monitoring UCFRF agrees that City control and monitoring of the Grant being provided hereunder is necessary to insure that UCFRF is expending said funding in furtherance of the municipal purposes declared by the City in this Agreement. 10.0 Audit and Inspections. UCFRF agrees that any records with respect to UCFRF's expenditure of the funds provided under this Agreement shall be made available to the City, at any time during normal business hours, as often as the City deems necessary,to audit, examine, and make excerpts or transcripts of all relevant data. Any deficiencies noted in audit reports prepared by the City must be fully cleared by UCFRF within thirty (30) days after notice of said deficiencies by UCFRF. Failure of UCFRF to comply with the above audit requirements will constitute a material breach of this Agreement and may result, at the sole discretion of the City,in the withholding of future grants or funds or immediate return to the City of the Grant provided by this Agreement. 11.0 Representation and Warranties Regarding Grant.UCFRF represents and warrants that it shall use the Grant received from the City under this Agreement for the sole purpose of defraying the on-going cost of operating a business incubator program as provided under Paragraph 5.0 herein. In the event UCFRF fails to expend the Grant for said purpose(Wrongfully Expended Funds), UCFRF shall fully reimburse the City the Wrongfully Expended Funds, plus interest calculated at maximum rate allowable under Florida law per annum. If the City must take any legal action to collect any Wrongfully Expended Funds, UCFRF shall be liable for all costs incurred by the City to collect such Funds including, but not limited to,reasonable attorney's fees, filing fees, and other costs. 12.0 Promotion of Business Incubator. Either party may issue news releases, public announcements, advertisements, or other faults of publicity concerning its efforts in connection with this Agreement. 13.0 Constitutional limitations; Severability. The terms and conditions of this Agreement placed upon the City are applicable only to the extent they are within and consistent with the constitutional and statutory limitation of the authority of the City. Specifically,the parties acknowledge that the City is without authority to grant or pledge a security interest in any of the City's revenue unless approved by the voters of Winter Springs in a duly held election for that specific purpose. Should any paragraph or any part of any paragraph of this Agreement be rendered void, invalid, or unenforceable by any court of law, for any reason, such a determination shall not render void, invalid, or unenforceable any other paragraph or any part of any paragraph in this Agreement. 14.0 Choice of Law Venue. This Agreement has been made and entered into in the State of Florida, County of Seminole, and the laws of such state shall govern the validity and interpretation of this Agreement and the performance due hereunder. The parties agree that venue shall be exclusively in Seminole County, Florida, for all state court actions or disputes which arise out of or based upon this Agreement, and in Orlando,Florida for all federal court actions or disputes which arise out of or are based upon this Agreement. 15.0 Integration; Modification. The drafting, execution, and delivery of this Agreement by the Parties has been induced by no representations, statements, warranties, or agreements other than those expressed herein. This Agreement embodies the entire understanding of the parties,and there are no further Economic Development Grant Agreement UCFRF—Business Incubator Program Page 3 of 5 or other agreements or understandings,written or oral,in effect between the parties relating to the subject matter hereof unless expressly referred to herein. Modifications of this Agreement shall only be made in writing signed by both parties. 16.0 Attorney's Fees. Unless otherwise provided herein, each party agrees to bear their own attorney's fees and costs in furtherance of this Agreement. 17.0 Headings. All headings in this Agreement are for convenience only and shall not be used to interpret or construe its provisions. 18.0 Waiver. Any waiver by City of any breach or violation of UCFRF's obligations under this Agreement shall not be construed as a continuing waiver or consent to any subsequent breach or violation. 19.0 Notices. Communication and details concerning this Agreement shall be directed to the following contact representatives: City of Winter Springs: Attn: Kevin Smith, City Manager City of Winter Springs 1126 E. State Road 434 Winter Springs, Florida 32708 (407) 327-5957 with copy to: Anthony A. Garganese, City Attorney P.O. Box 2873 Orlando, Florida 32802-2873 407-425-9566 University of Central Florida: Attn: Kim Smith UCFRFRF of Central Florida Office of Research& Commercialization 12201 Research Parkway, Suite 501 Orlando, Florida 32826-3246 (407) 823-3062 The foregoing addresses and representatives may be amended by any party at any time during the term of this Agreement by providing the other party written notice of said amendment. 20.0 Termination: Termination by Parties. This Agreement shall terminate three years(3)from the Effective Date, unless sooner terminated by the City or UCFRF. The City may terminate this Agreement if UCFRF fails to operate a business incubator program as required hereunder. If the City terminates this Agreement under such circumstances, any funds provided by the City shall be repaid to the City. The City may also terminate this Agreement if the City Commission elects (at its sole discretion) during the City's annual budget adoption process not to budget and appropriate the annual installment payment required under Paragraph 4.0. UCFRF may terminate this Agreement if the City fails to make the payments required under Paragraph 4.0. Economic Development Grant Agreement UCFRF—Business Incubator Program Page 4 of 5 21.0 Indemnification and Hold Harmless. Each party to the Agreement is responsible for all personal injury and property damage attributable to the negligent act or omissions of that party and officers, employees, and agents thereof. The parties further agree that nothing contained herein shall be construed or interpreted as denying to any party any remedy or defense available to such parties under the laws of the State of Florida,nor as a waiver of sovereign immunity of either party beyond the waiver provided for in Section 768.28, Florida Statutes. 22.0 Assignment, This Agreement and the Grant provided hereunder shall not be assigned by the UCFRFRF without the prior written consent of the City. 23.0 No City Obligation for Future Funds. No provision in this Agreement shall be construed as requiring the City to provide additional funds for business incubator program in the future, other than as specifically provided herein. 24.0 Temporary Non-Recruitment of City Employees. During, and for a period of twelve (12)consecutive months following the termination date of this Agreement,UCFRF agrees not to solicit or hire any current City employee without first obtaining written consent from the City's City Manager. IN WITNESS WHEREOF,the parties have executed this Agreement on the dates indicated below. CITY OF WINTER SPRINGS UNIVERSITY OF CENTRAL FLORIDA RESEARCH FOUNDATION Kevin L. Smith, City Manager Dr. Thomas O'Neal, Vice President Economic Development Grant Agreement UCFRF—Business Incubator Program Page 5 of 5 Attachment B . • UNIVERSITY OF CENTRAL FLORIDA BUSINESS INCUBATION PROGRAM 2012 Investments in UCFBIP Companies COMPANY SITE AMOUNT SOURCE DATE 1. Emergency Communications Winter Springs $500,000 Angel 01, Q3 2. Renewable Energy Winter Springs $642,211 Angels 01& Q2 System 3. Telecommunications Winter Springs Graduate $3,300,000 Venture Capital Q2 4. Mobile Marketing Winter Springs $305,000 Angel Q2 TOTAL 2012 $4,747,211 2013 Investments in UCFBIP Companies COMPANY SITE AMOUNT SOURCE DATE 1. Emergency Winter Springs $150,000 Angel Q3 Communications 2. Renewable Energy Winter Springs $1,668,300 Angels Q1 System 3. Mobile Marketing Winter Springs $104,000 Angel Q3 TOTAL 2013 $1,922,300 As of October 22,2013 H:\Gordon\Administrative\REPORTS\One Page Investments-Grants i r UNIVERSITY OF CENTRAL FLORIDA BUSINESS INCUBATION PROGRAM 2012 Investments: 1. NexGen — Emergency Communication 2. Greensleeves— Renewable Energy System 3. nSolGel—Greenhouse Gas Control 4. Triacinter—Security Technologies 5. Spectrum Bridge—Telecommunications 6. Team Energy—Supply Side Power 7. iMedia Reach— Mobile Marketing 8. Team Energy- Supply Side Power 9. Unikey—Smart Phone App 10. ConverTV— New Media TV 11. Nines Mine — Health Food 12. Team Energy—Supply Side Power 2013 Investments: 1. NexGen — Emergency Communication 2. Greensleeves— Renewable Energy System 3. Bold Technologies— Mobile Apps 4. Team Energy—Supply Side Power 5. Fusion Fitness— Fitness Equipment 6. Via Response — Education Platform 7. Team Energy—Supply Side Power 8. Garmor—Advanced Materials 9. Garmor—Advanced Materials As of October 22,2013 H:\Gordon\Administrative\REPORTS\One Page Investments-Grants i r UNIVERSITY OF CENTRAL FLORIDA Su5INESS INCUBATION PROGRAM 10. Triacinter—Security Technology 11. IrRadiance Glass—Optical Glass 12. Festival Designs—Community Festivals 2013 Grants: 1. Plasmonics—Cutting Edge Meta Materials 2. Plasmonics—Cutting Edge Meta Materials 3. EPIC Engineering— Efficiency Solutions 4. Talawah Technologies—Wireless Sensors 5. Plasmonics—Cutting Edge Meta Materials As of October 22,2013 H:\Gordon\Administrative\REPORTS\One Page Investments-Grants