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Grant Offer and Agreement City of Salina Economic Development Grant Offer and Agreement This Economic Development Grant Offer and Agreement ("Grant Agreement") entered into on the 5th day of August 2013 is made by and between the City of Salina, Kansas, 300 West Ash Street, Salina, Kansas, herein called the "City," and Salina Economic Development Corporation, 120 W. Ash, Salina, Kansas, herein called the "Grantee." WHEREAS, Grantee has submitted a request for economic development incentive funding from the City for the purpose of creating employment, stimulating capital investment and providing local matching funds for a federal grant under the Economic Adjustment Program (the "EDA Grant") administered by the U.S. Department of Commerce Economic Development Administration ("EDA") for the construction of a Bulk Solids Business Innovation Center (the "Project"); and WHEREAS, this Project is anticipated to result in stimulated economic activity in the Salina community through the addition of approximately twenty-eight (28) full-time jobs over a five year period, with an estimated annual payroll of$1,800,000 in the fifth year of operations of the Center; and WHEREAS, the projected payroll for the Project would significantly exceed the Saline County average wage for similar positions; and WHEREAS, the Project is anticipated to result in an approximate investment of$3,469,350 in buildings, land and equipment; and WHEREAS, on August 5, 2013, the Salina City Commission approved the commitment of otherwise unencumbered, fully committed and readily available special sales tax economic development funds in the amount of $221,100 as matching funds for the EDA Grant to be expended pursuant to the terms of this Grant Agreement for actual costs incurred by the Grantee in an amount not to exceed $221,100 for the physical construction of the building component of the Project to be known as the Bulk Solids Business Innovation Center consisting of the following: Bulk Solids Business Innovation Center: A research, testing and training center of approximately 12,768 square feet to be constructed in the 600 block of North Front Street involving an estimated total investment in land, building and equipment of $3,469,350. Project completion is anticipated to occur within twenty four (24) months from execution of the grant agreement. Completion of the project is contingent upon finalizing a grant from the Economic Development Administration in the estimated amount of $1,083,675 and obtaining additional financial support from the private sector. 1 WHEREAS, on August 5, 3013, the Salina City Commission also approved the commitment of special sales tax economic development funds in an amount not to exceed $12,500 to compensate the North Central Regional Planning Commission (the "Administrator") for professional administrative services to be provided under separate agreement between Grantee and the Administrator, resulting in a total commitment of special sales tax economic development funds in an amount not to exceed $233,600. Offer NOW, THEREFORE, pursuant to the City's appropriations authority and Resolution No. 13- 7027 and in consideration of the Grantee's acceptance of this offer and the benefits anticipated to accrue to the City and its residents from the accomplishment of the Project based on the assurances and conditions as herein provided, the City hereby offers and agrees to pay to Grantee a total amount not to exceed $221,100 as the City's share of actual costs incurred by Grantee in the physical construction of the Bulk Solids Business Innovation Center. This offer is made subject to the following terms and conditions: 1. The maximum obligation of the City of Salina under this offer shall be $221,100. 2. Grantee shall use its best efforts to complete construction of a Bulk Solids Business Innovation Center with an estimated capital investment of$3,469,350 in land, equipment and building within twenty-four (24) months of this Grant Agreement. 3. Grantee shall use its best efforts to meet the job creation target of twenty-eight (28) new full-time jobs. 4. Upon request from time to time, Grantee shall report to the City the status of building construction and the installation and activation of project-related equipment. 5. The City will advance to Grantee such amounts under the this Grant Agreement as may from time to time be requested by Grantee, up to a maximum aggregate amount of $221,100, provided that Grantee has also satisfied the following conditions and requirements: (A) All requests for disbursement of funds by Grantee shall be made by a signed and completed Grant Draw Request from Grantee, which shall be received by the City at least five (5) business days prior to the date of a requested disbursement; (B) With the Grant Draw Request from Grantee, Grantee shall submit the architect's and contractor's pay request submitted to, reviewed and approved by Grantee; 2 I+ �I �I (C) Grantee has not previously made more than one other draw request during the calendar month of the Grant Draw Request; and (D) There are funds remaining available under the Grant Agreement for such disbursement to satisfy the amount of the request. (E) Following disbursement of the requested funds to Grantee, Grantee shall provide proof to the City that all suppliers and sub-contractors described in said Grant Draw Request have been paid the amounts requested by Grantee. 6. The City further offers to compensate the Administrator for professional administrative services to Grantee in an amount not to exceed $12,500 at such times and in such manner as provided under separate agreement for professional administrative services between Grantee and the Administrator. 7. This Grant Agreement shall terminate under the following described circumstances, as applicable: (A) If(1) the EDA Grant is awarded for the Project of the scope described in the EDA Grant application and this Grant Agreement and (2) construction of the described Bulk Solids Business Innovation Center is completed in accordance with the terms of the EDA Grant, this Grant Agreement shall terminate upon full payment by the City of the committed special sales tax economic development funds and confirmation of Grantee's correct utilization of those payments, all in accordance with the terms of this Grant Agreement; (B) If an EDA Grant is not awarded by October 1, 2014 in an amount sufficient, in combination with other funding sources, for completion of the Project of the scope described in the EDA Grant application and this Grant Agreement: (1) this Grant Agreement shall terminate effective October 1, 2014, (2) the City shall have no further obligation hereunder, and (3) the special economic development sales tax funds committed hereunder will be available for reallocation by the City; or (C) If an EDA Grant is awarded by October 1, 2014 in an amount sufficient, in combination with other funding sources, for completion of the Project of the scope described in the EDA Grant application and this Grant Agreement, but Grantee is notified by EDA that Grantee is disqualified from receipt of grant funding pursuant to the terms of the EDA Grant as awarded, for any reason and regardless of whether prior to commencement or during completion of the Project, Grantee shall be obligated to immediately provide the City with a copy of the notification received from EDA and: (1) the City shall have no further obligation for the payment of special economic development sales tax funds committed hereunder; (2) all pending processes relating to payments made in accordance with this Grant Agreement shall be concluded; (3) this Grant Agreement shall terminate as of a date to be determined by the City on the 3 basis of completion of all pending processes relating to payments made by the City; and (4) the special economic development sales tax funds committed and remaining unpaid hereunder will be available for reallocation by the City. 8. The official contact for the City is: Lieu Aim Elsey . City Clerk 300 West Ash, P.O. Box 736 Salina, KS 67401 785-309-5735 (0) 785-309-5738 (F) LieuAnn.Elsey @Salina.org 9. The official contact for the Grantee is: Dennis W. Lauver CEO Salina Economic Development Corporation 120 W. Ash Salina, KS Phone (785)-827-9301 dlauver L,sal inakansas.org • The Grantee's acceptance of this offer shall be evidenced by execution of this agreement, and the executed offer and agreement shall comprise the Grant Agreement. Such Grant Agreement shall become effective upon the Grantee's acceptance of the offer. City of Salina Attest:Vtitic 1 4-------- Ic Jas Gage Lieu Ann Elsey I City Manager City Clerk 1 4 Acceptance The Grantee does hereby ratify and adopt all statements, covenants and agreements referred to in the foregoing offer; does hereby accept such offer; and by such acceptance, hereby agrees to comply with all of the terms and conditions in the Offer and in the project application letter. Evidenced this % day of August, 2013. Salina Economic Development Corporation By N■11S antI"bl;L. Dennis Lauver, CEO Attest: Title: t;GD 5