Resolution 074-20RECORD OF RESOLUTIONS
BARRETT BROTHERS - DAYTON, OHIO
Resolution No. 74-20
__ Passed
A RESOLUTION AUTHORIZING THE CITY
MANAGER TO ENTER INTO AN AGREEMENT
WITH REV1 VENTURES
WHEREAS, the City's dynamic economy is the result of an entrepreneurial spirit;
and
WHEREAS, the City recognizes that in addition to its efforts to retain, expand and
attract business, the City must set the conditions for new business and job
creation; and -
WHEREAS, Revl Ventures is a catalyst for high-growth companies, accelerating
business growth, job creation and prosperity for the Central Ohio region with a
focus on providing strategic services and funding to grow technology start-up
companies that will provide the jobs of the future; and
WHEREAS, the City and Revl Ventures must facilitate entrepreneurship in order
to increase the level of entrepreneurial activity and improve the chances of
establishing successful technology enterprises by honing their skills and providing
access to necessary tools, technical and financial resources, and by working
proactively to enhance the local entrepreneurial environment; and
WHEREAS, it is the goal of both the City and Revl Ventures to accelerate the
successful development of start-up and fledgling companies by providing
entrepreneurs with an array of targeted resources and services in order to produce
successful companies that will be financially viable, freestanding and create duality
jobs for the region; and
WHEREAS, Revl Ventures is designated as the lead agency in the Central Ohio
region responsible for the administration of the Entrepreneurial Signature Program
(ESP) grant funding consisting of funds from the Ohio 3rd Frontier and local
matching funds; and
WHEREAS, the City intends to continue its support of the regional effort to create
and grow new companies, technologies and jobs by providing $200,,000 in 2021;
and
WHEREAS, the City has previously supported the Entrepreneurial Signature Grant
Program, and the Regional Capitalization Program since 2007 in partnership with
Revl Ventures providing a 34:1 investment capital leverage into Dublin -based
companies (through Sept. 2020); and
WHEREAS, the City and Revl Ventures desire to enter into an Agreement
memorializing the responsibilities and commitments of each party to efficiently and
effectively support tech -enabled entrepreneurs as well as the ESP program.
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Dublin, State
of Ohio, r7 of the elected members concurring:
Section 1. That City Council hereby authorizes the City Manager to execute the
Agreement with Revl Ventures, in the same or substantially the same form as
attached hereto.
Section 2. That the City commits to a total of $200,000 to be paid to Revl
Ventures in Fiscal Year 2021 as its local match towards grant programming and in
Form 6301
RECORD OF RESOLUTIONS
BARRETT BROTHERS - DAYTON, OHIO
Resolution No. 74-20 Passed
exchange for the services outlined in the Agreement to be executed by the City
Manager.
Section 3. That this Resolution shall take effect and be in force on the earliest date
permitted by law.
Passed this day of 12020.
Mayor- Presiding Officer
ATTEST:
Clerk of Council
Form 6301
7City of Dublin
Office of the City Manager
5555 Perimeter Drive • Dublin, OH 43017
Phone: 614.410.4400
To: Members of Dublin City Council
From: Dana L. McDaniel, City Manager
Date: November 24, 2020
Initiated By: Colleen Gilger, CEcD, Director of Economic Development
Re: Resolution 74-20, Revl Ventures Services Agreement for 2021
Background
Memo
Resolution No. 74-20 authorizes the City Manager to enter into an Agreement with Revl Ventures.
This Agreement represents a continuation of services provided by Revl focused on new company,
technology and job creation in exchange for the City providing matching funds for the Third
Frontier grant -funding program.
The State of Ohio's Third Frontier grant program is the primary funding mechanism to support this
effort. Revl is designated as the lead agency in the Central Ohio Region responsible for the
administration of the grant program. This program is funded by a combination of the State of Ohio
and local (private and public) matching funds. City Council has budgeted $200,000 in the City's
2021 Operating Budget as its local match.
Business creation is one of several key economic development strategies employed by the City of
Dublin. A significant partner in this effort is Revl Ventures, our region incubator and investor
helping local start-ups scale and corporations innovate. As mentioned in the 2019 Economic
Development Strategic Plan, fostering partnerships (Strategy 1), working with the start-up
ecosystem to access scaling firms (Action 9), and nurturing the growth of targeted industry
clusters (Strategy 4) all come into play with our annual Revl contract for service.
A key initiative supported by this partnership is the Dublin Entrepreneurial Center (DEC), its
programs, associated activities and tenant companies. Businesses do not have to be located in the
DEC to receive assistance or access to Revl mentoring, coaching and programming. In fact, most
Dublin companies receiving funds and Revl support have not been located in the DEC. However,
those located in and participating in programs at the DEC receive on-site advising services
provided by Revl.
The proposed agreement is consistent with previous Agreements approved by Dublin City Council
and provides for the continuation of services to include the following:
• Facilitate and promote networks among Dublin entrepreneurial/technology start-ups.
• Assess the potential and legitimacy of start-up companies/ideas.
• Market and communicate to promote services and funding.
• Provide assistance to compete for funding/capital.
• Identify high potential entrepreneur candidates within the community.
• Provide access to entrepreneurial training and mentoring.
• Provide and support training programs at the DEC and in Dublin.
• Generate deal flow and provide tenant referrals to the DEC.
Memo re. Revl PSA 2021
November 24, 2020
Page 2 of 2
Since 2013, Dublin has invested $2.75 Million while $92.8 Million has been invested back into
Dublin -based start-ups. The revenue generated by these Dublin start-ups is $119 Million, creating
346 jobs. The City's total investment capital leverage is 34:1. (Data source: Revl 31 Quarter
Report 2020).
Recommendation
Staff recommends passage of Resolution No. 74-20 as a continuation of the economic development
strategy to support innovation and entrepreneurship. Please address any questions to Colleen Gilger.
City of
Dublin
OHIO, USA
PROFESSIONAL SERVICES AGREEMENT
Catalyzing High -Growth Potential Startups: Rev1 Ventures Support
This Services Agreement ("Agreement") is made and entered into and effective on this first
day of January, 2021 ("Effective Date") by and between the City of Dublin, Ohio ("Dublin"),
and Revl Ventures ("Service Provider"), with an office and principal place of business
located at 1275 Kinnear Road, Columbus Ohio 43212 an Ohio Municipal Corporation, with
offices located at 5555 Perimeter Drive, Dublin, Ohio 43017
Recitals
WHEREAS, Dublin desires to engage Service Provider to perform the services as more fully
described in the attached Exhibit A (the "Services"); and
WHEREAS, Service Provider desires to perform the Services and desires to be so engaged.
NOW, THEREFORE, in consideration of the foregoing and of the covenants and agreements
herein contained, the parties, intending to be legally bound, agree as follows:
Provisions
I. Performance of the Services. Service Provider shall:
A. Perform the Services as set forth in Exhibit A.
B. Complete, sign and return the Ohio Public Employees Retirement System
("OPERS') Independent Contractor Acknowledgement form.
C. Give prompt notice to Dublin should the Service Provider observe or otherwise
become aware of any fault or deficit in the project or any nonconformance with
the Agreement.
D. Remit to Dublin after the termination of this Agreement, all files and documents
pertaining to the project that have been obtained or produced including, but
not limited to, permits, licenses, applications, codes, drawings, site plans,
photographs and similar materials. Service Provider shall be entitled to retain
copies for the Service Provider's files.
ECONOMIC DEVELOPMENT 5200 Emerald Parkway Dublin, Ohio 43017 phone 614.410.4618 dublinohiousa.gov
II. Obligations of Dublin. Dublin shall:
A. Assist the Service Provider by placing at its disposal all available information
pertinent to the Services for the project.
B. Use its best efforts to secure release of other data applicable to the project
held by others.
C. Make all necessary provisions to enter upon public and private property as
required to perform the Services.
D. Give prompt notice to the Service Provider should Dublin observe or otherwise
become aware of any fault or deficit in the project or any nonconformance with
the Agreement.
III. Term and Termination. The Agreement shall commence on the 1st of January 2021
and shall terminate on the 31st day of December, 2021.
IV. Payment.
A. Service Provider shall be compensated in an amount not to exceed Two
Hundred Thousand Dollars and No Cents ($200,000.00), paid in quarterly
amounts not to exceed Fifty Thousand Dollars and No Cents ($50,000.00)
each.
B. The Service Provider shall invoice Dublin quarterly and Dublin agrees to pay
within thirty (30) days of receipt of a valid invoice. All invoices must include
the contract number and the purchase order number of this contract which is
located in the upper right-hand corner of the first page of this document.
V. Relationship of the Parties. The parties acknowledge and agree that Service
Provider is an independent contractor and is not an agent or employee of Dublin.
Nothing in this Agreement shall be construed to create a relationship between Service
Provider and Dublin of a partnership, association, or joint venture. Further, the parties
acknowledge that Service Provider is paid a fee, retainer or other payment as per
Section IV of this Agreement; is not eligible for workers' compensation or
unemployment compensation; is not eligible for employee fringe benefits such as
vacation or sick leave; does not appear on Dublin's payroll; is required to provide his
or her own supplies and equipment; and is not controlled or supervised by Dublin
personnel as to the manner of work.
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VI. Indemnification.
A. Professional Liability. Relative to any and all claims, losses, damages, liability
and cost, the Service Provider agrees to indemnify and save Dublin, its officers,
officials, and employees harmless from and against any and all suits, actions
or claims for property losses, damages or personal injury arising from the
negligent acts, errors or omissions by the Service Provider or its employees.
B. Non -Professional Liability (General Liability). To the fullest extent permitted
by law, the Service Provider shall indemnify, defend and hold harmless Dublin,
its officers, officials, employees or any combination thereof, from and against
claims, damages, losses and expenses, including but not limited to attorneys'
fees, arising out of the acts or omissions of the Service Provider, provided that
such claim, damage, loss or expenses is attributable to bodily injury, sickness,
disease or death, or to injury to or destruction of property (other than the work
itself) including loss of use resulting therefrom, but only to the extent caused
by the negligent acts or omissions of the Service Provider, any subconsultant(s)
of the Service Provider, its agents, or anyone directly or indirectly employed
by them or anyone for whose acts they may be liable. Such obligations shall
not be construed to negate, abridge, or reduce other rights or obligations of
indemnity which would otherwise exist as to a party or person described in this
paragraph.
VII. Insurance.
A. The Service Provider shall secure and maintain, at his/her/its own expense,
errors and omissions insurance in an amount not less than One Million Dollars
($1,000,000.00) per claim/annual aggregate to protect himself from any claim
arising out of the performance of professional services and caused by negligent
acts, omissions or negligent acts for which the Service Provider may be legally
negligent. The Service Provider shall maintain said coverage for the entire
contract period and for a minimum of one year after completion of the work
under the contract.
B. In addition to errors and omissions insurance, the Service Provider shall also
secure and maintain, at his/her own expense, insurance for protection from
claims under Worker's Compensation acts, claims for damages because of
bodily injury including personal injury, sickness or disease or death of any and
all employees or of any person other than such employees, and from claims or
damages because of injury to or destruction of property including loss of use
0127206.0607934 4849-7758-4192v1 3
resulting therefrom, and any other insurance prescribed by laws, rules,
regulations, ordinances, codes or orders.
C. The Service Provider shall secure and maintain, at his/her own expense,
General Liability insurance in an amount not less than One Million Dollars
($1,000,000.00) per occurrence.
D. The Service Provider shall secure and maintain, at his/her/its own expense,
Property insurance for protection from claims or damages because of damage
to or destruction of property including loss of use resulting therefrom in an
amount not less than Five Hundred Thousand Dollars ($500,000.00).
E. Dublin shall be held harmless for any damage to the Service Provider's property
and/or equipment during the course of performance under the Contract.
F. The above referenced insurance shall be maintained in full force and effect
during the life of this Contract and for one year beyond, where specified.
Certificates showing that the Service Provider is carrying the above referenced
insurance in at least the above specified minimum amounts shall be furnished
to, and approved by, Dublin prior to the start of work on the project and before
Dublin is obligated to make any payments to the Service Provider for the work
performed under the provision of this contract. All such Certificates, with the
exception of those for Worker's Compensation and Errors & Omissions
coverage, shall clearly reflect that the City of Dublin is an "Additional Insured".
VIII. Employee Documentation
A. Service Provider guarantees that the individuals employed by the Service
working on this project are authorized to work in the United States. The
Service Provider will upon demand provide Dublin with appropriate
documentation (Form I-9) for any Service Provider employee performing
services for Dublin.
B. The Service Provider agrees to indemnify Dublin in accordance with Section VI
of the Agreement for any issue arising out of the Service Provider's hiring or
retention of any individual who is not authorized to work in the United States.
0127206.0607934 4849-7758-4192v1 4
IX. Taxes.
A. Service Provider has the following identification number for income tax
purposes: 31-1658220.
B. Service Provider is subject to and responsible for all applicable federal, state,
and local taxes.
C. Dublin represents that it is a tax-exempt entity and evidence of this tax-exempt
status shall be provided to Service Provider upon written request. Service
Provider hereby further agrees to withhold all municipal income taxes due or
payable under the provisions of Chapter 35 of the Codified Ordinances of
Dublin, Ohio, for wages, salaries and commissions paid to its employees and
further agrees that any of its subcontractors shall be required to agree to
withhold any such municipal income taxes due under such chapter for Services
performed under this Agreement.
D. The Service Provider shall receive Internal Revenue Service form 1099 from
Dublin for income tax reporting purposes.
X. Assignment. Neither party may assign this Agreement without obtaining express,
written consent from the other party prior to assignment.
XI. Entire Agreement / Amendment. This Agreement constitutes the entire
understanding of the parties hereto with respect to the subject matter hereof and
supersedes all prior negotiations, discussions, undertakings and agreements between
the parties. This Agreement may be amended or modified only by a writing executed
by the duly authorized officers of the parties hereto. It is understood and agreed that
this Agreement may not be changed, modified, or altered except by an instrument, in
writing, signed by both parties in accordance with the laws of the State of Ohio.
XII. Discrimination.
A. No discrimination for reason of race, color, national origin, religion, sex,
genetic information, pregnancy, age, ancestry, military status, sexual
orientation, gender identity, marital status, veteran's status, or disability shall
be permitted or authorized by Dublin and/or Service Provider in connection
with the Services.
B. Nothing in this Agreement shall require the commission of any act contrary to
any law or any rules or regulations of any union, guild, or similar body having
jurisdiction over the Services of Service Provider.
0127206.0607934 4849-7758-4192v1 5
XIII. Governing Law/Venue. Any controversy or claim, whether based upon contract,
statute, tort, fraud, misrepresentation or other legal theory, related directly or
indirectly to this Agreement, whether between the parties, or of any of the parties'
employees, agents or affiliated businesses, will be resolved under the laws of the State
of Ohio, in any court of competent jurisdiction in Franklin County, Ohio.
XIV. Severability. If any provision of this Agreement is held invalid or unenforceable,
such provision shall be deemed deleted from this Agreement and shall be replaced by
a valid, mutually agreeable and enforceable provision which so far as possible achieves
the same objectives as the severed provision was intended to achieve, and the
remaining provisions of this Agreement shall continue in full force and effect.
XV. Paragraph Headings. Paragraph headings are inserted in this Agreement for
convenience only and are not to be used in interpreting this Agreement.
[signatures appear on following page]
0127206.0607934 4849-7758-4192v1 6
BY SIGNING THIS AGREEMENT, YOU HEREBY ACKNOWLEDGE THAT YOU HAVE
BEEN INFORMED THAT THE CITY OF DUBLIN, OHIO HAS CLASSIFIED YOU AS AN
INDEPENDENT CONTRACTOR AND THAT YOU HAVE BEEN ADVISED THAT
CONTRIBUTIONS TO OPERS WILL NOT BE MADE ON YOUR BEHALF FOR THESE
SERVICES.
FURTHER, BY SIGNING THIS AGREEMENT, YOU HEREBY ACKNOWLEDGE THAT
THE CITY OF DUBLIN, OHIO HAS IN NO WAY LIMITED OR RESTRICTED YOUR
RIGHT TO PROVIDE THE AGREED -TO SERVICES TO THE GENERAL PUBLIC AND
THAT YOU REGULARLY PROVIDE SUCH SERVICES TO THE GENERAL PUBLIC.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day
of 2021.
CITY OF DUBLIN, OHIO
BY: Date
Colleen Gilger
Director of Economic Development
BY: Date
Homer Rogers
Assistant City Manager
BY: Date
Dana McDaniel, City Manager
REV1 VENTURES
BY: Date
Tom Walker, President & CEO
Approved as to Form:
Jennifer D. Readler, Law Director
0127206.0607934 4849-7758-4192v1 7
CERTIFICATION OF FUNDS
I hereby certify that the funds required to meet the City's obligation, payment, or expenditure
under this Agreement have been lawfully appropriated or authorized for such purpose and
are free from any obligation now outstanding
Matthew L. StifFler, Director of Finance
0127206.0607934 4849-7758-4192v1
Date
EXHIBIT A
SCOPE OF SERVICES
Between City of Dublin, Ohio and Revl Ventures
I. The primary purpose of the program is to provide consistent, coordinated, effective
and accessible assistance to technology entrepreneurs to catalyze the launch of new
technology based businesses with an ultimate goal of creating high quality jobs in
Central Ohio. The program will provide services to identify and mentor early stage
organizations to create a sustainable technology based business cluster and a culture
that provides future opportunities to thrive. Periodic program reviews will determine
the amount and type of resources needed to achieve the agreed-upon goals. Revl
Ventures is required to remain flexible in the deployment of the resources across the
region to insure that successful programs are funded based on the achievement of the
desired metrics. Revl Ventures will be required to report metrics to the State to justify
future investments.
H. Revl Ventures, as a catalyst for high-growth companies and the manager of the
Central Ohio Third Frontier Network program will, in a partnership with the City,
provide the following services:
a. Dedicated Lead. Revl Ventures will provide a designated lead contact from the
Revl Ventures team who is responsible for coordinating Revl Ventures
services and team members in support of entrepreneurs within the Dublin
community. Revl Ventures will be responsible for the cost of its expenses
related to traveling to and from Dublin and the Dublin Entrepreneur Center
(DEC).
b. Designated Lead's responsibilities. The designated lead will have responsibility
for the following:
. Provide entrepreneurial development and outreach in Dublin and the
counties of Delaware, Morrow, Marion, Logan and Union and serve as
Revl Ventures' "gateway" to the Northern and Western Central Ohio
region.
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. Coordinate support and guidance for the City's efforts to develop and
build innovation strategies, aligned with the City's recent strategic plan.
. Identify prospective entrepreneurial start-up companies best suited for
Revl's program and capital assistance, with support from the broader
Revl Ventures team.
. Coordinate and communicate with both City Economic Development
staff and its associated consulting team regarding Dublin -focused
support and programming.
. Attend, at a minimum, a monthly staff and consultant meeting, unless
otherwise determined by the parties.
. Provide input to, and when possible and appropriate, provide resources
in support of regional Entrepreneurial Educational programming, as
determined by Revl Ventures.
. Provide the City a Quarterly Activity Report summarizing the type and
amount of activity in Dublin. The format and specifics of the content to
be included in the report will be mutually agreed upon between the City
and Revl Ventures.
c. Deal flow. Revl Ventures and City will coordinate marketing, outreach and
programming activities to stimulate deal flow. Revl Ventures agrees to provide
and/or support, as mutually agreed upon, entrepreneurial training (i.e.
workshops, guest speakers and/or seminars by Revl Ventures), leveraging
existing events/organizations when possible, to ensure program awareness
and engage/entice potential entrepreneurs. Revl Ventures agrees to invite to
City and the City agrees to participate in the quarterly review of relevant deal
flow and partner programming.
d. Advising and Mentorina. Revl Ventures will provide promising entrepreneurs
and high- growth companies access to its experienced and successful team of
in-house advisors including: a team of venture professionals, CFO in residence,
CMO in residence, Customer Acquisition expert, technology commercialization
experts and startup coaches in order to create high -return commercialization
ventures and take promising ideas to market.
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e. Revl Partner Network. Revl will provide access to its industry-leading network
of vetted partners to support our regions' high-growth startups in building
capacity in these critical areas:
. Service Partners: Handpicked industry experts in legal, accounting, HR,
marketing, product development and more will provide pro-bono or
reduced cost services to startups.
. Mentors: More than 100 of the most experienced advisors/mentors who
have been there and done that: founding and growing successful
companies.
. Corporate Customers: More than 50 companies in our region have
agreed to provide startups access to C -level executives to pitch their
companies, seek input on products, and access members' connections.
. Talent: Revl offers strategic talent and hiring services, as well as
access to our jobs board to promote openings across high-growth
companies.
. In addition, Revl Ventures will also work to recruit Dublin companies
and individuals to provide services as part of the First Connect Network.
f. Educational Support. Revl may, as deemed mutually beneficial by Revl the
City of Dublin, support and coordinate up to 6 educational events in the City
of Dublin — three to be held at the Dublin Entrepreneurial Center — to engage
the entrepreneurial, investor, or corporate community for the purposes of
advancing the City of Dublin and Revl's mission in the community.
g. Marketing & Promotion. Revl will leverage its marketing resources and
audience to promote Dublin's entrepreneur -focused events as well as profile
qualified City of Dublin entrepreneurs and startups.
h. Access to Capital. Through its coaching and mentoring services, which are the
entry point to all Revl Ventures funding sources, the City and regional
companies will have local access to:
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. Catalyst Fund II: Seed stage convertible debt funding for the most
promising opportunities. With each investment, Revl Ventures will
assist the company to reach the goals of growth and follow-on,
institutional or angel funding.
. Revl Fund I: Seed and Seed Plus stage capital for promising high-
growth potential companies in Central Ohio via a c orporate-backed
fund supported by top Columbus corporations, The Ohio Third Frontier,
and Revl Ventures.
. Local angel funds managed by Revl Ventures, which make equity
investments in Ohio tech startups.
. Revl Ventures and SBDC expertise and access to SBA loan
opportunities for small businesses.
i. Acknowledgement. Revl Ventures agrees to acknowledge the City in its
sponsorship opportunities, website and other opportunities.
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