HomeMy WebLinkAbout62-05 Ordinance RECORD OF ORDINANCES
Dayton Leal Blank. Inc. Form No. 30043
62-OS
Ordinance No. Pnssecl 20
AN ORDINANCE AUTHORIZING THE PROVISION OF
CERTAIN INCENTIVES TOTHE GARDEN CITY GROUP, INC.
FOR PURPOSES OF ENCOURAGING THE ESTABLISHMENT
OF ITS OPERATIONS AND WORKFORCE WITHIN THE CITY
AND AUTHORIZING THE EXECUTION OF AN ECONOMIC
DEVELOPMENT AGREEMENT.
WHEREAS, consistent with the Economic Development Strategy approved by Dublin
City Council Resolution No. 30-04 adopted on July 6, 2004, this Council desires to
encourage commercial office development and provide for the creation of employment
opportunities within the City; and
WHEREAS, The Garden City Group, Inc. ("GCG is desirous of establishing its
operations and workforce within the City in consideration for the provision by the City of
economic development incentives; and
WHEREAS, this Council has determined to offer economic development incentives, the
terms of which are set forth in a substantially final form of Economic Development
Agreement presently on file in the office of the Clerk of Council, to induce GCG to
establish its operations and workforce within the City, to create jobs and employment
opportunities and to improve the economic welfare of the people of the State of Ohio and
the City, all as authorized in Article VIII, Section 13 of the Ohio Constitution; and
WHEREAS, this Council finds that it is in the best interest of the City to provide those
economic development incentives to induce GCG to establish its operations and
workforce within the City and to provide for the execution and delivery of that Economic
Development Agreement with GCG;
NOW, THEREFORE, BE IT ORDAINED by the Council of the City of Dublin,
Franklin, Union and Delaware Counties, Ohio, ~ of the elected members concurring,
that:
Section 1. The Economic Development Agreement by and between the City and The
Garden City Group, Inc., in the form presently on file with the Clerk of Council,
providing for, among other things, the provision of incentives to GCG in consideration for
GCG's agreement to establish its operations and workforce within the City, is hereby
approved and authorized with changes therein not inconsistent with this Ordinance and
not substantially adverse to this City and which shall be approved by the City Manager
and Director of Finance. The City Manager and Director of Finance, for and in the name
of this City, are hereby authorized to execute that Economic Development Agreement,
provided further that the approval of changes thereto by those officials, and their character
as not being substantially adverse to the City, shall be evidenced conclusively by their
execution thereof. This Council further authorizes the City Manager and the Director of
Finance, for and in the name of the City, to execute any amendments to the Economic
Development Agreement, which amendments are not inconsistent with this Ordinance and
not substantially adverse to this City.
Section 2. This Council further hereby authorizes and directs the City Manager, the Clerk
of Council, the Director of Law, the Director of Finance, or other appropriate officers of
the City to prepare and sign all agreements and instruments and to take any other actions
as maybe appropriate to implement this Ordinance.
Section 3. This Council finds and determines that all formal actions of this Council
concerning and relating to the passage of this Ordinance were taken in an open meeting of
this Council and that all deliberations of this Council that resulted in those formal actions
were in meetings open to the public in compliance with the law.
RECORD OF ORDINANCES
Dayron Leeal Blank, Inc. Form No. 30043
62-OS Page 2
Ordinance No. Passed , 20
Section 4. This Ordinance shall be in full force and effect on the earliest date permitted
by law.
ed:
Mayor -Presiding Officer
Attest:
Clerk of Council
Passed: ~~7`~ low//~ , 2005
Effective: ~ p U eh~~U~ l~/ , 2005
I hereby certify that copies of this
Ordinance/Resolution were posted in the
City of Dublin in accordance with Section
731.25 of the Ohio Revised Code.
uty Clerk of Council, Dublin, Ohio
Economic Development
5800 Shier Rings Road, Dublin, Ohio 43016-1236
CITY OF DUBLIN phone: 614-410-4600 • Fax: 614-761-6506
Memo
To: Members of Dublin City Council
From: Jane S. Brautigam, City Manager
Date: September 23, 2005 I
Initiated By: Colleen M. Gilger, Acting Director of Economic Development 1
Re: Ord. 62-05 -Economic Development Agreement with The Garden City Group, Inc.
Summary:
Staff has been in discussions with The Garden City Group, Inc. ("GCG") regarding the possibility of a Dublin
location for its new, multi-state consolidated service center.
GCG provides legal professionals with comprehensive solutions to administer class actions, design legal notice
programs and manage Chapter 1 l claims administrations. It is a respected resource for plaintiff and defense
counsel as well as for corporations, who need expert consultation to address a variety of legal service issues and
challenges. GCG is atechnology-driven organization led by a team comprised of experts from IT, management,
and law. For two decades, they have helped clients successfully navigate the sensitive legal and logistical
complexities inherent in the administration of class action settlements, legal notice programs, and Chapter 11
litigation.
GCG expects to finalize its lease at 5151 Blazer Parkway, in early November, upon the approval of the State of
Ohio's proposed Job Creation Tax Credit. Please note, this Agreement between the City and GCG serves as the
necessary local support component required for the JCTC.
GCG currently employs approximately 40 people in Central Ohio with an average salary of $28,000, equating to
an annual payroll of $1.12 million; these jobs will consolidate to the new, shared services facility in Dublin. GCG
also plans to consolidate six to eight out-of-state support offices into this new facility in Dublin, resulting in at
least 80 new jobs to the State of Ohio within three years, and nearly $300,000 in new income tax revenue to
Dublin over the term of the Agreement. Company officials anticipate GCG will occupy the Dublin facility by
early 2006. The 50,000-square-foot site will house 125 employees, a document storage area, a data center and a
central mailroom.
Ordinance No. 62-OS legislates an Economic Development Agreement between the City and GCG that includes a
four-year, 20 percent withholding-equivalent incentive tied to the company meeting predetermined job and
payroll growth commitments. The City also offers additional extraordinary performance incentives should GCG
consistently exceed each of its predetermined withholdings targets. The City also will provide a Property Grant of
$15,000 for the purpose of upgrading the facility and technology platforms at 5151 Blazer Pkwy.
Over the term of this agreement, GCG is estimated to receive at least $93,159, should it at a minimum meet each
annual target; while the City is estimated to net approximately $297,635 in income tax withholdings. Should GCG
exceed all predetermined annual targets tied to job growth as set forth in the Agreement, the company could
potentially receive a total incentive worth $117,500 (which includes the Property Grant dollars and extraordinary
performance payments).
Conclusion:
Staff recommends the Economic Development Agreement and Ordinance No. 62-OS be accepted by City Council
on October 17, 2005.
5151 Blazer Parkway
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ECONOMIC DEVELOPMENT AGREEMENT
THIS ECONOMIC DEVELOPMENT AGREEMENT (the "Agreement") is made and entered into
this day of , 2005, by and between the CITY OF DUBLIN, OHIO (the
"City"), a municipal corporation duly organized and validly existing under the Constitution and
the laws of the State of Ohio (the "State") and its Charter, and The Garden City Group, Inc.
("GCG") a Delaware corporation, under the circumstances summarized in the following recitals.
RECITALS:
WHEREAS, consistent with its Economic Development Strategy (the "Strategy") approved
by Dublin City Council Resolution No. 07-94 adopted on June 20, 1994, and the updated strategy
approved by Dublin City Council Resolution No. 30-04 adopted on July 6, 2004, the City desires
to encourage commercial office and retail development and provide for the retention and creation
of employment opportunities within the City; and
WHEREAS, GCG desires to consolidate its regional operations and create a workforce of
125 fulltime employees by January 1, 2008 within the City of Dublin; and
WHEREAS, pursuant to Ordinance No. 62-OS passed , 2005
(the "Ordinance"), the City has determined to offer economic development incentives described
herein to induce GCG to locate and establish its operations and workforce within the City to create
jobs and employment opportunities and to improve the economic welfare of the people of the State
of Ohio and the City, all as authorized in Article VIII, Section 13 of the Ohio Constitution; and
WHEREAS, the City and GCG have determined to enter into this Agreement to provide
these incentives to induce GCG to locate its operations and create its workforce within the City.
Now THEREFORE, the City and GCG covenant agree and obligate themselves as follows:
Section 1. GCG Agreement to Create Jobs. GCG agrees that it will establish a back
office processing operation at 5151 Blazer Memorial Parkway in the City of Dublin (the "Dublin
Facility"). GCG will occupy the Dublin Facility no later than March 15, 2006 and will employ at
least 50 fulltime employees within the City of Dublin as part of its operations by December 3 l ,
2006. The average annual wage of these employees for this period is estimated to be $28,000 with
total estimated payroll withholdings of approximately $445,000 over afive-year period. GCG will
lease its Dublin Facility for a minimum of ten (10) years. Proof of such lease will be presented to
the City of Dublin as soon as practical after execution and prior to receiving any incentive from the
City of Dublin.
Section 2. Cit~Agreement to Provide Incentives.
(a) General. In consideration for GCG's agreement to locate its operations' workforce
and associated payroll within the City, the City agrees to provide economic development incentives
to GCG in accordance with this Section.
(b) Property Grant. GCG will update needed equipment and property as a result of its
move to the Dublin Facility. In consideration of that agreement to update such equipment and
otherwise locate its operations' workforce within the City, the City agrees to provide a grant to
GCG in the amount of $15,000 (the "Property Grant"). The City will make payment of the
Property Grant to GCG no earlier than March 1, 2007. Prior to making payment of the Property
Grant to GCG, the City must receive an executed copy of a lease agreement providing for a lease
to GCG of the Dublin Facility for a term of not less than ten (10) years, and proof of employment
of at least 50 full-time employees within the City by December 31, 2006. At its sole discretion, and
prior to the payment of the Property Grant, the City may request any reasonable documentation
with respect to how GCG intends to use the Property Grant, to ensure that the Property Grant
achieves the purpose for which it has been granted under this Agreement.
(c) Performance Incentive.
(i) Calculation of Actual Withholdings. On or before March 15 of each of the
years 2007 thru 2010 the City shall determine whether the actual payroll withholding
taxes collected during the preceding calendar year by the City from all Employees (the
"Actual Withholdings") meet or exceed the target withholdings for that preceding
calendar year (the "Target Withholdings"), all in accordance with the schedule set forth in
subparagraph (iii) below. For purposes of this Section 2, "Employees" shall include all
individuals employed by GCG in the City of Dublin and working at the Dublin Facility.
GCG agrees that, in accordance with the Dublin City Code, the annual payroll
reconciliation relating to the Employees will be provided to the City prior to February 28
of each calendar year.
(ii) Payments to GCG. If the Actual Withholdings meets or exceeds the Target
Withholdings for the preceding calendar year, the City shall, on or before April 15 of the
then current calendar year, pay to GCG, solely from non-tax revenues, an amount equal to
the product of (A) the Actual Withholdings (net of refunds paid to employees by the City),
multiplied by (B) an incentive factor equal to twenty percent (20%) (the "Incentive
Paytments").
(iii) Withholdings and Incentive Payments. With respect to the Actual
Withholdings collected during each of the calendar years 2006 thru 2009, inclusive, the
Target Withholdings and Incentive Payment to be paid in respect of each of those calendar
years shall be paid in accordance with the following schedule:
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Calendar Year Target Withholdings (1) Base Incentive Pavment (2) Maximum Pavment
2006 $28,000 N/A N/A
2007 $57,400 $5,600 (20% of 2006) $7,500
2008 $73,545 $11,480 (20% of 2007) $15,000
2009 $75,383 $14,709 (20% of 2008) $20,000
20'10 $77,268 $15,077 (20% of 2009) $20,000
20'1.1 $79,199 $15,454 (20% of 2010)
2012 N/A $15,840 (20% of 2011)
(1) Assumes 50 F'I'Es in 2006, 100 FTEs in 2007, 125 F'I'Es in 2008 and a 2.5% annual payroll growth
through 2011.
(2) Base Incentive payment equals 20% of actual withholdings for respective calendar year.
OIndicates bonus years, targets and payments if criteria are met.
The payments provided for in this Section 2 shall be made by the City to GCG by electronic
funds transfer or by such other manner as is mutually agreed to by the City and GCG. Performance
incentive maximum payment caps are set as indicated in the table above in Section 2(c)(iii). The
total maximum payment cap associated with the Agreement (including both the grant payment and
four annual performance payments) is $77,500; and increases in potential payment to $117,500 if
including the two additional performance incentive bonus years, should GCG qualify (see Section
2(d) below).
(d) Additional Incentives. The City and GCG agree that GCG will be entitled to two
additional years of incentive payments in 2010 and 2011, with payments in 2011 and 2012, equal
to twenty percent (20%) of Actual Withholdings if GCG, at a minimum, meets all four annual
Target Witholdings from 2006 through 2009. This annual "extraordinary performance bonus
payment" will be capped at $20,000 annually, and will not exceed $40,000 over the term of the
Agreement.
(e) Forfeiture of Incentive Patent. GCG agrees that if the Target Withholdings is not met,
as set forth in 2(c)(iii) above for any given year, the City is not obligated to make any incentive
payment to GCG for the year in which the Target Witholdings was not met. Failure to meet the
Target Withholdings in any one incentive year does not prohibit GCG from receiving an Incentive
Payment for any subsequent year in which the Target Withholdings is met, and not including the
bonus years. No financial obligation is incurred by GCG for failure to meet the Target
Withholdings set forth in Section 2(c)(iii).
(f) City's Obligation to Make Payments Not Debt• Payments Limited to Non-tax Revenues.
Notwithstanding anything to the contrary herein, the obligations of the City pursuant to this
Agreement shall not be a general obligation debt or bonded indebtedness, or a pledge of the
general credit or taxes levied by the City, and GCG shall have no right to have excises or taxes
levied by the City, the State or any other political subdivision of the State for the performance of
any obligations of the City herein. Consistent with Section 13 of Article VIII, Ohio Constitution,
any payments or advances required to be made by the City pursuant to this Section 2 shall be
payable solely from the City's non-tax revenues. Further, since Ohio law limits the City to
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appropriating monies for such expenditures only on an annual basis, the obligation of the City to
make payments pursuant to this Section 2 shall be subject to annual appropriations by the City
Council and certification by the Director of Finance of the City as to the availability of such non-
tax revenues.
(g) Applicable City PaXroll Tax Rate. For purposes of calculating the Actual Withholdings
in each calendar year under this Section 2, the City's payroll tax rate shall be assumed to be two
percent (2%).
Section 3. Miscellaneous.
(a) Notices. Except as otherwise specifically set forth in this Agreement, all notices,
demands, requests, consents or approvals given, required or permitted to be given hereunder shall be
in writing and shall be deemed sufficiently given if actually received or if hand-delivered or sent by
recognized, overnight delivery service or by certified mail, postage prepaid and return receipt
requested, addressed to the other party at the address set forth in this Agreement or any addendum
to or counterpart of this Agreement, or to such other address as the recipient shall have previously
notified the sender of in writing, and shall be deemed received upon actual receipt, unless sent by
certified mail, in which event such notice shall be deemed to have been received when the return
receipt is signed or refused. For purposes of this agreement, notices shall be addressed to:
(i) the City at: 5800 Shier Rings Road
Dublin, Ohio 43016-7295
Attention: Economic Development Director
(ii) GCG at: 5151 Blazer Memorial Parkway
Dublin, OH 43017
Attention:
The parties, by notice given hereunder, may designate any further or different addresses to which
subsequent notices; certificates, requests or other communications shall be sent.
(b) Extent of Provisions; No Personal Liability. All rights, remedies, representations,
warranties, covenants, agreements and obligations of the City under this Agreement shall be
effective to the extent authorized and permitted by applicable law. No representation, warranty,
covenant, agreement, obligation or stipulation contained in this Agreement shall be deemed to
constitute a representation, warranty, covenant, agreement, obligation or stipulation of any present
or future trustee, member, officer, agent or employee of the City or GCG in other than his or her
official capacity. No official executing or approving the City's or GCG' participation in this
Agreement shall be liable personally under this Agreement or be subject to any personal liability or
accountability by reason of the issuance thereof.
(c) Successors. This Agreement shall be binding upon and inure to the benefit of GCG and
its successors and assigns.
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(d) Recitals. The City and GCG acknowledge and agree that the facts and circumstances as
described in the Recitals hereto are an integral part of this Agreement and as such are incorporated
herein by reference.
(e) Amendments. This Agreement may only be amended by written instrument executed
by the City and GCG.
(f) Executed Counterparts. This Agreement may be executed in several counterparts, each
of which shall be regarded as an original and all of which shall constitute but one and the same
agreement. It shall not be necessary in proving this Agreement to produce or account for more than
one of those counterparts.
(g) Severability. In case any section or provision of this Agreement, or any covenant,
agreement, obligation or action, or part thereof, made, assumed, entered into or taken, or any
application thereof, is held to be illegal or invalid for any reason,
(i) that illegality or invalidity shall not affect the remainder hereof or thereof, any
other section or provision hereof, or any other covenant, agreement, obligation or action, or
part thereof, made, assumed, entered into or taken, all of which shall be construed and
enforced as if the illegal or invalid portion were not contained herein or therein,
(ii) the illegality or invalidity of any application hereof or thereof shall not affect
any legal and valid application hereof or thereof, and
(iii) each section, provision, covenant, agreement, obligation or action, or part
thereof, shall be deemed to be effective, operative, made, assumed, entered into or taken in
the manner and to the full extent permitted by law.
(h) Cations. The captions and headings in this Agreement are for convenience only and in
no way define, limit or describe the scope or intent of any provisions or sections of this Agreement.
(i) Governi~ Law and Choice of Forum. This Agreement shall be governed by and
construed in accordance with the laws of the State of Ohio or applicable federal law. All claims,
counterclaims, disputes and other matters in question between the City, its agents and employees,
and GCG, its employees and agents, arising out of or relating to this Agreement or its breach will be
decided in a court of competent jurisdiction within Franklin County, Ohio.
(j) Survival of Representations and Warranties. All representations and warranties of
GCG and the City in this Agreement shall survive the execution and delivery of this
Agreement.
(k) Notwithstanding any clause or provision of this Agreement to the contrary, in no
event shall City or GCG be liable to each other for punitive, special, consequential, or
indirect damages of any type and regardless of whether such damages are claimed under
contract, tort (including negligence and strict liability) or any other theory of law.
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IN WITNESS WHEREOF, the City and GCG have caused this Agreement to be executed in
their respective names by their duly authorized representatives, all as of the date Brst written above.
CITY OF DUBLIN, OHIO
By:
Printed: Jane Brauti~am
Title: CityMana~er
Approved as to Form:
By:
Printed: Stephen J. Smith
Title: Director of Law
THE GARDEN CITY GROUP, INC.
By:
Printed:
Title:
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FISCAL OFFICER'S CERTIFICATE
The undersigned, Director of Finance of the City under the foregoing Agreement, certifies
hereby that the moneys required to meet the obligations of the City under the foregoing Agreement
have been appropriated lawfully for that purpose, and are in the Treasury of the City or in the
process of collection to the credit of an appropriate fund, free from any previous encumbrances.
This Certificate is given in compliance with Sections 5705.41 and 5705.44, Ohio Revised Code.
Dated: , 2005
Marsha I. Grigsby
Deputy City Manager/Director of Finance
City of Dublin, Ohio
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