08-04 OrdinanceRECORD OF ORDINANCES
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Ordinance No. ~g'~4 Passed , 20
AN ORDINANCE AUTHORIZING THE PROVISION OF
CERTAIN INCENTIVES FOR PURPOSES OF
ENCOURAGING THE EXPANSION BY CC
TECHNOLOGIES INTERNATIONAL, INC. 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. 07-94 on June 20, 1994, this Council desires to encourage
commercial office development and provide for the creation of employment
opportunities within the City; and
WHEREAS, based on the results of CC Technologies International, Inc.'s ("CC
Technologies") recent comprehensive examination of workforce needs, CC
Technologies is desirous of expanding its operations and workforce within the City in
consideration for the provision by the City of additional economic development
incentives; and
WHEREAS, this Council has determined to offer additional 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 CC Technologies to further expand its operations and workforce within the City,
to create additional jobs and employment opportunities and to improve the economic
welfare of the citizens of the City and the State of Ohio, 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 CC Technologies to expand its operations
and workforce within the City and to provide for the execution and delivery of that
Economic Development Agreement with CC Technologies;
NOW, THEREFORE, BE IT ORDAINED by the Council of the City of Dublin,
Franklin, Union and Delaware Counties, Ohio, that:
Section 1. The Economic Development Agreement by and between the City and CC
Technologies International, Inc., in the form presently on file with the Clerk of Council,
providing for, among other things, the provision of incentives to CC Technologies in
consideration for CC Technologies' agreement to expand 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.
RECORD OF ORDINANCES
Ordinance No. 08-04 Passed Page 2 20
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.
Section 4. This Ordinance shall be in full force and effect on the earliest date permitted
bylaw.
Signed:
L,~
residing Officer
Attest:
~~~
Clerk of Council
Passed: /~i~.QY~ l , 2004
Effective: /~Q ~GL. ~ ~ , 2004
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.
D rty Clerk of Council, Dublin, Ohio
Office of the City Mana er
5200 Emerald Parkway • Dubin, OH 43017
Phone: 614-410-4400 • Fax: 614-410-4490
f,ITY OF DUBLIN
Memo
To: Members of the Dublin City Council
From: Jane S. Brautigam, City Manager~.~.r.t~S• CJ
Date: February 11, 2004
Re: Ordinance No. 08-04 - CC Technologies International, Inc.
Initiated by: Michael Stevens, Director of Economic Development ~~
Summary:
Ordinance No. 08-04 authorizes the execution of an Economic Development Agreement with CC
Technologies International, Inc., for the purpose of encouraging the retention, relocation and expansion of
their operations within the City of Dublin. CC Technologies is a world leader in corrosion science and
engineering. CC Technologies staff combines the expertise of research scientist and practical engineers to
solve complex problems.
CC Technologies International, Inc.'s headquarters currently is located at 6141 Avery Road, and their
desire is to acquire and relocate to 5777 Frantz Road (former Witco building). The attached Economic
Development Agreement (the Agreement) will provide CC Technologies with a Relocation Incentive to
retain the current 50 jobs and create an additional 31 new jobs.
The City's proposed Relocation Incentive to CC Technologies totals $175,000 over 3 years. The City will
award $100,000 of the incentive to CC Technologies upon occupancy of its new facility. Contingent upon
certain payroll withholding targets being met, the City will award $50,000 of the incentive in the second
year and the remaining $25,000 in the third year. This financial incentive is structured to provide
assistance with the acquisition of the new facility.
The City further agrees that if CC Technologies' total aggregate Actual Withholding for the calendar years
2004 through 2008, inclusive (the "Five Year Actual Withholdings"), equals or exceeds $600,000, then
the City shall pay to CC Technologies an amount equal to twenty-five percent (25%) of the Actual
Withholdings for Calendar year 2008. This Agreement also provides for the repayment of a portion of the
financial incentive to the City if certain payroll withholding targets are not met by CC Technologies.
The advantage of the City's proposed financial incentive is a direct benefit to CC Technologies and
requires no involvement from the local school district, nor does it adversely impact the local school
district.
The Agreement does not contain any non-financial incentives.
Recommendation:
Staff continues to pursue retention and job growth within the community. Using incentives to retain
companies like CC Technologies International, Inc. will result in additional income tax revenue. Staff
recommends that City Council approve Ordinance No. 08-04 at its March I, 2004 meeting.
ECONOMIC DEVELOPMENT AGREEMENT
THIS ECONOMIC DEVELOPMENT AGREEMENT (the "Agreement") is made and entered into
this day of , 2004, 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 Cortest Columbus Technologies, INC. ("CC
Technologies") an Ohio corporation with its offices located in Dublin, Ohio, under the
circumstances summarized in the following recitals.
RECITALS:
WHEREAS, consistent with its Economic Development Strategy approved by Dublin City
Council Resolution No. 07-94 adopted on June 20, 1994, the City desires to encourage commercial
office development and provide for the creation of employment opportunities within the City; and
WHEREAS, based on the results of CC Technologies' recent comprehensive examination of
workforce needs, and induced by and in reliance on the economic development incentives provided
in this Agreement, CC Technologies is desirous of expanding its existing workforce within the
City; and
WHEREAS, pursuant to Ordinance No. 08-04 passed March 1, 2004 (the "Ordinance"), the
City has determined to offer economic development incentives described herein to induce CC
Technologies to expand its 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 VILI, Section 13 of the Ohio Constitution; and
WHEREAS, the City and CC Technologies have determined to enter into this Agreement to
provide these incentives to induce that expansion by CC Technologies of its operations within
the City;
Now THEREFORE, the City and CC Technologies covenant agree and obligate themselves as
follows:
Section 1. CC Technolo ie~greement to Expand Jobs. CC Technologies presently
employees approximately 50 employees at its site located at 6141 Avery Road in the City. The
aggregate annual payroll of those employees is approximately $3.1 million. In consideration of the
economic development incentives to be provided by the City herein, CC Technologies agrees that it
will relocate all of the employees described in this Section 1 to a site located at 5777 Frantz Road in
the City. CC Technologies further agrees to create 31 new jobs at the 5777 Frantz Road location no
later than September 30, 2004.
Section 2. City Agreement to Provide Incentives.
(a) General. In consideration for CC Technologies' agreement to expand its workforce
and associated payroll within the City, the City agrees to provide economic development incentives
to CC Technologies in accordance with this Section.
(b) Relocation Incentive. Within thirty (30) days following the date on which CC
Technologies relocates its approximately 50 employees to the 5777 Frantz Road location, the Ciry
shall pay to CC Technologies, solely from nontax revenues, an amount equal to One Hundred
Thousand Dollars ($100,000).
(c) Workforce Expansion Incentive.
(i) Calculation of Actual Withholdings. On or before March 15 of each of the
years 2005 and 2006, 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") exceed the Target Withholdings for that preceding calendar year,
all in accordance with the schedule set forth below. For purposes of this Section 2,
"Employees" shall include all individuals employed by CC Technologies and working at a
location within the City. CC Technologies agrees that, in accordance with the Dublin
Ciry Code, the annual payroll reconciliation relating to CC Technologies' Employees will
be provided to the City prior to February 28 of each calendar year.
(ii) Payments to CC Technologies. If the Actual Withholdings exceed the
Target Withholdings for the preceding calendar year, the City shall, on or before April 15 of
the then current calendar year, pay to CC Technologies, solely from nontax revenues, the
incentive amount set forth in the following schedule.
(iii) Withholdings and Incentive Payments. With respect to the Actual
Withholdings collected during each of the calendar years 2004 and 2005, the Target
Withholdings and Incentive Payment to be paid in respect of each of those calendar years
shall be as follows:
Calendar Year Target Withholdings Incentive Payment
2004 $85,000 $50,000
2005 $100,000 $25,000
The payments provided for in this Section 2 shall be made by the Ciry to CC Technologies
by electronic funds transfer or by such other manner as is mutually agreed to by the City and CC
Technologies.
(d) Additional Incentive Payment. The Ciry further agrees that if CC Technologies'
total aggregate Actual Withholdings for the calendar years 2004 through 2008, inclusive (the "Five
Year Actual Withholdings"), equals or exceeds $600,000, then the City shall pay to CC
Technologies an amount equal to twenty-five percent (25%) of the Actual Withholdings for
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calendar year 2008. The City acknowledges and agrees to make that payment, if required by this
Section 2(d), to CC Technologies no later than April 15, 2009 by electronic funds transfer or by
such other manner as is mutually agreed to by the City and CC Technologies.
(e) Forfeiture of Incentive Payment. CC Technologies agrees and acknowledges that
the incentive payments provided for herein are being made by the City to CC Technologies in
consideration for CC Technologies' agreement to expand its workforce within the City. CC
Technologies further agrees that if the Five Year Actual Withholdings does not equal or exceed
$530,000, then CC Technologies shall pay to the City an amount equal to the lesser of (i) $530,000
minus the Five Year Actual Withholdings, or (ii) $100,000. CC Technologies acknowledges and
agrees to make that payment, if required by this Section 2(e), to the City no later than April 15, 2009
and in such manner as is acceptable to the City.
(f) City's Obligation to Make Payments Not Debt• Payments Limited to Nontax
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 CC Technologies 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 nontax revenues. Further, since Ohio law limits
the City to 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 nontax revenues.
(g) Applicable City Payroll 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 ifhand-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:
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(i) the City at:
City of Dublin, Ohio
5800 Shier Rings Road
Dublin, Ohio 43016-7295
Attention: Economic Development Director
(ii) CC Technologies at:
Cortest Columbus Technologies, Inc.
5777 Frantz Road
Dublin, Ohio 43016
Attention: Neil Thompson, CEO
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 CC Technologies in other than
his or her official capacity. No official executing or approving the City's or CC Technologies'
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 CC
Technologies and its successors and assigns.
(d) Recitals. The City and CC Technologies 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 CC Technologies.
(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
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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) Captions. 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) Governing 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 CC Technologies, 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
CC Technologies and the City in this Agreement shall survive the execution and delivery of this
Agreement.
(Signature Pages to Follow)
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IN WITNESS WHEREOF, the City and CC Technologies have caused this Agreement to be
executed in their respective names by their duly authorized representatives, all as of the date first
written above.
CITY OF DUBLIN, OHIO
By:
Printed: Jane Brautigam
Title: City Manager
By: \~~ `~
Printed: Marsha I. Grigsby
Title: Director of Finance
Approved as to Form:
B~_ _ ~~. _
Printed: Stephen J. Smith
Title: Director of Law
CORTEST COLUMBUS TECHNOLOGIES, INC.
,~..,'-
By: ,'
Printed: ~lEl~ (~. ~'HOMPSOI~
CEO
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 during the year 2004 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: ~\ o , ~ ~, I ~ , 2004 ~~~~' _ ' `. ~~ ~ .) _ ~~
Marsha I~ Grigsby
Director of Finance
City of Dublin, Ohio
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