10-07 OrdinanceRECORD OF ORDINANCES
Dayton Legal Blank, ln~, Form No. 30U43
10-07
Ordir~ar~ce No,
Passed , ~0
AN ORDINANCE AUTHORIZING THE PROVISION OF
ECONOMIC DEVELOPMENT INCENTIVES TO
PONTIS GROUP AS AN INDUCEMENT FOR THE
EXPANSION OF ITS WORKFORCE WITHIN THE
CITY OF DUBLIN IN CONNECTION WITH THE
STATE OF OHIO'S PROVISION OF A JOB CREATION
TAX CREDIT 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
apportunttles wlthtn the C1ty; and
WHEREAS, based on the results of a ConQuest One LLC dba Pontis Group the
"company"} comprehensive examination of workforce needs, and induced by and in
reliance on the economic development incentives provided in the proposed Economic
Development Agreement, the Company is desirous of retaining its existing workforce
within the City, and expanding its warkfarce to achieve the payroll withholding targets
set forth in the Economic Development Agreement; and
WHEREAS, the Company has received a State of Ohio Job Creation Tax Credit
~"1CTC") which was approved an January 22, 2007, providing for a thirty percent
(30%}State tax credit for five {S}years beginning in 2007 (the "State incentive"); and
WHEREAS, this Council has determined to offer certain economic development
incentives to satisfy the 2S% local support component required for the provision of the
State Incentive, 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 the Company to expand its workforce within the City, thereby
creating additional jobs and employment opportunities and improving the economic
welfare of the people of the State of Ohio and the City, all as authorized in Article VIII,
Section 13 ofthe Ohio Constitution; and
WHEREAS, this Council finds that it is in the best interest of the City to provide
these economic development incentives to induce the Company to expand its
warkfarce within the City and to provide far the execution and delivery of that
Economic Development Agreement with the Company;
NOW, THEREFORE, BE IT ORDAINED by the Council of the City of Dublin,
Franklin, Union and Delaware Counties, Ohio, ~ of the elected members
.
concumng, t at:
Section 1, The City hereby finds and determines that the provision of certain
economic development incentives, to satisfy the 2~°/u local support component
required .for the provision of the State Incentive, as described in the Economic
Development Agreement (as described below) is necessary and appropriate and in the
best interests of the City to provide for the creation of 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 ofthe Ohio Constitution,
Section 2. The Economic Development Agreement by and between the City and the
Company, in the form presently on file with the Clerk of Council, providing for,
among other things, the provision of economic development incentives in
consideration far the Company's agreement to expand its 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
RECORD OF ORDINANCES
Dayton Legal Blank, Inc. Form No. 30Q43 ~
Ordinance No. 1 ~ ~~ Passed Page 2 , 20.
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 3. This Council further hereby authorizes and directs the City Manager, the
Director of Finance, the Director of Law, the Clerk of Council, or other appropriate
officers of the City to prepare and sign all agreements and instruments and to take any
other actions as may be appropriate to implement this Ordinance.
Section 4. 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 5. This Ordinance shall be in full force and effect on the earliest date
permitted by law.
Si ed:
n
Mayor -Presiding Officer
Attest:
Clerk of Council
Passed: ~. , 2007
Effective: ~ar~ ~,~ , 2007
1
Uffice of the City Manager
5200 Emerald Parkway, Dublin, Ohio 43016
Phone: 614-410-4400 • Fax :614-410-4494
CITY DF DUBLIN
To: Members of Dublin City Council
From: Jane S. Brautigam, City Manage ~~~ ~ ~`"r
Date: January 30, 2007
Initiated By: Colleen M. Gilger, Economic Development Administrator
Memo
Re: Ordinance 10-07-Economic Development Agreement with Pontis Group
Summary
Staff has been in discussions with Pontis Group regarding its expanding Dublin office, which serves as
the company's headquarters. The company is preparing for a workforce expansion, and is working
toward finding more suitable space for its future growth needs. Alternate buildings were identified, both
in Dublin and around the central Ghio region. There also was out-of state competition for this operation.
Pontis Group is a 34-year-old marketing and communications company specializing in the fields of
aviation, finance and manufacturing. It has been located in Dublin for the last 15 years. Local clients
include wendy's, Nationwide, Bank4ne, National City Bank, JP Morgan Chase, and The Dave Thomas
Foundation.
The company secured a Jab Creation Tax Credit ~JCTC} from the State of Ohio on January 22, 2007.
The attached Economic Development Agreement VEDA} offering by the City of Dublin would serve as
the required 25 percent local-match component toward the State's five-year, 30 percent tax credit
package.
Pontis presently employs nine full-time employees at 6065 Frantz Road. The annual payroll of those
employees is approximately $405,004 average salary: $45,000}. For consideration of the economic
development incentive to be provided by the City, Pontis agrees that it will retain its current workforce, and
create approximately ten new jobs by December 31, 2010, equating to an annual payroll of nearly
$900,000 by 2010.
Ordinance 14-47 authorizes an Economic Development Agreement VEDA}between the City and Pontis
that provides for athree-year, $6,240 workforce expansion and performance incentive. The EDA will
require Pontis to reach predetermined annual payroll withholdings tied to its job creation commitments
in order to receive financial assistance. Should the predetermined payroll withholdings be met during
2008-2010}, annual payments in the amount of $2,080 will be made to Pontis Group.
Pontis expects to add over $18,600 in new payroll withholding income tax revenue over the three-year
term of the agreement. The City also will retain Pontis' current $8,100 in annual payroll withholdings.
Recommendation
Staff recommends the Economic Development Agreement and ordinance 10-47 be approved by City
Council at the second readinglpublic hearing on February 20, 2007.
ECONOMIC DEVELOPMENT AGREEMENT
THIS ECONOMIC DEVELOPMENT AGREEMENT (the "Agreement") is made and entered into
this day of , 2007, 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 CONQUEST ONE LLC DBA PONTIS GROUP, an
Ohio limited liability company (the "Company"), with its facilities located in the City, 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, the Clty deSlreS t0 increase employment opportunities and improve the
economic welfare of the people of the City; and
WHEREAS, based on the results of the Company's recent comprehensive examination of
workforce needs, and induced by and in reliance on the economic development incentives provided
in this Agreement, the Company is desirous of retaining its current workforce and expanding its
workforce within the City; and
WHEREAS, the Company has received a State of Ohio Job Creation Tax Credit ("JCTC")
which was approved on January 22, 2007, providing for a thirty percent (30%) State tax credit
for five (5) years beginning in 2007; and
WHEREAS, pursuant to Ordinance No. 10-07 passed , 2007 (the "Ordinance"),
the City has determined to offer certain economic development incentives as described herein to
satisfy the 25% local support component of the JCTC program, and to induce the Company to
retain and 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, as authorized in
Article VIII, Section 13 of the Ohio Constitution; and
WHEREAS, the City and the Company have determined to enter into this Agreement to
provide the incentives described herein and to induce the retention and expansion by the
Company of its workforce within the City;
Now THEREFORE, the City and the Company covenant agree and obligate themselves as
follows:
Section 1. Company's Agreement to Retain Current Workforce at its Current FacilitX
and Create Jobs. The Company presently employs nine (9) employees at its site located at 6065
Frantz Road, Suite 204 in the City. The aggregate annual payroll of those employees is
approximately $405,000. For consideration of the economic development incentives to be provided
by the City herein, in connection with the JCTC, the Company agrees that it will retain its current
workforce of nine (9) fulltime employees in the City, and expand its workforce within the City in an
amount sufficient to achieve the annual Target Withholdings (as defined below) set forth in Section
2. The Company also expects that the total estimated City payroll withholdings for all of its
employees in the City by the year 2010 will equal or exceed $900,000.
Section 2. City Agreement to Provide Incentives.
(a) General. In consideration for the Company's agreement to expand its operations,
workforce and associated payroll within the City, and in order to satisfy for the 25% local support
component of the JCTC program, the City agrees to provide economic development incentives to
the Company in accordance with this Section.
(b) Workforce Expansion Incentive.
(i) Calculation of Actual Withholdings. On or before March 15 of each of the
years 2009 thru 2011 the City shall determine whether the actual payroll withholding
taxes collected during the preceding calendar year by the City from all Employees, net of
refunds (the "Actual Withholdings") meet or 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 only those individuals employed
fulltime by the Company working at any Company facility located within the City.
(11) Information Relating to Employees. The Company agrees that, in
accordance with the Dublin City Code, the annual payroll reconciliation and related W-2
forms relating to its Employees will be provided to the City prior to February 28 of each
calendar year.
(c) Payments to the Company. In each of the calendar years 2009 through 2011, the
City shall determine whether Actual Withholdings meet or exceed the Target Withholdings for the
preceding calendar year. If those Actual Withholdings meet or exceed the Target Withholdings for
that preceding calendar year, the City shall, no later than March 31 of the then current calendar year,
pay to the Company, solely from non-tax revenues, the amount $2,080.00 ("Incentive Payment").
(d) Target Withholdings and Incentive Payments. The Target Withholdings for each
calendar year shall be:
Calendar Year Target Withholdings New Employees
2008 $11,003 3 (estimated)
2009 $13,978 3 (estimated)
2010 $17,927 4 (estimated)
The Incentive Payments provided for in this Section 2 shall be made by the City to the
Company by electronic funds transfer or by such other manner as is mutually agreed to by the City
and the Company.
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(e) Maximum Incentive Payments. In no event shall the aggregate amount of Incentive
Payments made by the City to the Company pursuant to this Section 2 during the term of this
Agreement exceed Six Thousand Two Hundred Forty Dollars ($6,240.00).
(f) Additional Incentives. The City and the Company agree that if the Company
exceeds its job expansion targets described herein, the City and the Company may enter in
negotiations for additional incentives not otherwise provided by this Agreement.
(g) Forfeiture of Incentive Pam s). The Company agrees and acknowledges that
Incentive Payments provided for in Section 2(c) are being made by the City to the Company in
consideration for the Company's agreement to expand its workforce within the City. The
Company further agrees that if the Target Withholding is not met for any given year, as set forth in
Section 2(d) above, the City shall not be obligated to make any incentive payment to the Company
for the year in which the Target Withholding was not met. Failure to meet the Target Withholding
in any one incentive year does not prohibit the Company from receiving an Incentive Payment for
any subsequent year in which the Target Withholding is met.
(h) 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 the Company 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 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.
(this space intentionally left blank)
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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:
(i) the City at:
City of Dublin, Ohio
5800 Shier Rings Road
Dublin, Ohio 43016-7295
Attention: Director of Economic Development
(ii) the Company at:
Ponds Group
6065 Frantz Road, Suite 204
Dublin, OH 43 017
Attention: John Bajorek, President
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 the Company in other than his or
her official capacity. No official executing or approving the City's or the Company's 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 the
Company and its successors and assigns.
(d) Recitals. The City and the Company 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.
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(e) Amendments. This Agreement may only be amended by written instrument
executed by the City and the Company.
(~ 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) Severabili 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
(111) 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) Ca tions. 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 the Company, 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
the Company and the City in this Agreement shall survive the execution and delivery of this
Agreement.
(k) Limitation on Remedies. Notwithstanding any clause or provision of this Agreement
to the contrary, in no event shall City or the Company 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 the Company have caused this Agreement to be
executed in their respective names by their duly authorized representatives, all as of the date first
written a ove.
Approved as to Form:
By:
Printed: Stephen J. Smith
Title: Director of Law
CITY OF DUBLIN, OHIO
By:
Printed: Jane Brautigam
Title: City Manager
..
By:
Printed: Marsha I. Grigsby
Title: Director of Finance
PONTIS GROUP
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 during the year 2007 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: , 2007
Marsha I. Grigsby
Director of Finance
City of Dublin, Ohio
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