81-07 OrdinanceRECORD OF ORDINANCES
Dayton Legal Blank, Inc. Form No. 30043
Ordinance No.
8I -07 Passed . 20
AN ORDINANCE AUTHORIZING THE PROVISION OF
CERTAIN INCENTIVES FOR PURPOSES OF ENCOURAGING
THE ESTABLISHMENT BY BUCKEYE DERMOTOLOGY,
INC. OF ITS OPERATION AND WORKFORCE WITHIN THE
CITY AND AUTHORIZING THE EXECUTION OF AN
ECONOMIC DEVELOPMENT AGREEMENT.
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 creation of employment opportunities within the City; and
WHEREAS, Buckeye Dermatology, Inc. is desirous of establishing and retaining 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 Buckeye
Dermatology, Inc. 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 Buckeye Dermatology, Inc. to establish
and retain its operations and workforce within the City and to provide for the execution
and delivery of that Economic Development Agreement with Buckeye Dermatology,
Inc.
NOW, THEREFORE, BE IT ORDAINED by the Council of the City of Dublin,
Franklin, Union and Delaware Counties, State of Ohio, _ of the elected members
concurring, that:
Section 1 . The Economic Development Agreement by and between the City and
Buckeye Dermatology, Inc., in the form presently on file with the Clerk of Council,
providing for, among other things, the provision of incentives to Buckeye Dermatology,
Inc. in consideration for Buckeye Dermatology, Inc.'s agreement to establish and retain
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 may be appropriate to implement this Ordinance.
RECORD OF ORDINANCES
Dayton Legal Blank, Inc. Form No. 30043
Ordinance No. 81 - Passed Page 2 20
II
Section 3 . This Council finds and determines that all formal actions of this Council
concerning and relating to the passage of this Ordinaice were taken in an open meeting
of this Council and that all deliberations of this Coincil that resulted in those formal
actions were in meetings open to the public in compli mce with the law.
Section 4. This Ordinance shall be in full forc and effect on the earliest date
permitted by law.
Nj-o- (
Mayor - Presiding Officer
Attest:
Clerk of Council
Passed: Odrlo 6 G' 2007
Effective: — 77 0 U e^40� / q , 2007
CITY OF DURIN
Office of the City Manager
5200 Emerald Parkway, Dublin, Ohio 43017
Phone: 614 - 410 -4400
To: Members of Dublin City Council
From: Jane S. Bramigam, City Manager
Date: September 25, 2007
Memo
Initiated By: Dana L. McDaniel, Deputy City Manager /Director of Economic Development
Re: Ordinance 81 -07 - Economic Development Agreement - Buckeye Dermatology
Background:
Staff has been in discussions with Buckeye Dermatology regarding the retention and expansion
of its operations and workforce within the City of Dublin. Buckeye Dermatology currently leases
space at 5080 Bradenton Avenue. Buckeye Dermatology provides a team of Board certified
professionals who specialize in dermatology and dermatopathology services. Buckeye
Dermatology has multiple locations in Central Ohio. The Dublin office houses both its
practitioners and back office /support operations.
The City of Dublin was at risk of losing this company to another jurisdiction. However, Buckeye
Dermatology desires to remain and expand its operations and workforce in Dublin and build,
own and occupy its own facility as a result of the incentive contained in this proposed Economic
Development Agreement (EDA). Buckeye Dermatology intends to build a 10,000 square foot
facility at 5700 Blazer Parkway (just south of the Blazer water tower). Buckeye Dermatology
currently has 26 employees and anticipates increasing staff to 49 employees over five years.
Ordinance 81 -07 authorizes an EDA (attached) between the City and Buckeye Dermatology that
proposes a one time Retention and Expansion Grant in the amount of $20,000. This grant would
be paid within thirty (30) days after the issuance of an occupancy permit for its new Dublin
facility. A forfeiture of the incentive payment is provided for in the Agreement, should certain
target withholdings not be met in any one of the five years (2009 -2013) of this Agreement.
Over the term of this agreement, Buckeye Dermatology is estimated to pay approximately
$259,973 in income tax withholdings to the City. In that Buckeye Dermatology is building and
occupying its own facility, one could assume that it will continue its presence in Dublin well
beyond the term of this Agreement.
Recommendation:
Staff recommends City Council approve Ordinance 81 -07 at the second reading/public hearing
on October 15. Approval of this Ordinance will support Council's goal relative to retaining and
expanding Dublin -based businesses, resulting in additional job growth. Please contact Dana
McDaniel or myself with any questions you may have.
81 -07
Page 2
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 by law.
Signed:
Mayor - Presiding Officer
Attest:
Clerk of Council
Passed: .2007
Effective: .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 Buckeye Dermatology, Inc., a
Dublin 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, Buckeye Dermatology, Inc. desires to locate its offices at a new facility to be
built at 5700 Blazer Parkway and retain and expand its workforce from 26 to 49 fulltime
employees over a five year period within the City of Dublin; and
WHEREAS, pursuant to Ordinance No.81 -07 passed October 15, 2007 (the "Ordinance "),
the City has determined to offer economic development incentives described herein to induce
Buckeye Dermatology, Inc. to retain and expand 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 Buckeye Dermatology, Inc. have determined to enter into this
Agreement to provide these incentives to induce Buckeye Dermatology, Inc. to retain and
expand its operations and workforce within the City.
Now THEREFORE, the City and Buckeye Dermatology, Inc. covenant agree and obligate
themselves as follows:
Section 1. Buckeye Dermatology, Inc. Agreement to Retain and Expand Jobs
Buckeye Dermatology, Inc. agrees that it will establish its operations at 5700 Blazer Parkway in the
City of Dublin (the `Dublin Facility"). Buckeye Dermatology, Inc. will occupy the Dublin Facility
no later than December 31, 2008 and will employ at least 49 fulltime employees within the City of
Dublin as part of its operations by December 31, 2013. The average annual wage of these
employees for this period is estimated to be $70,500 with total estimated payroll withholdings of
approximately $259,973 over the term of this agreement.
-I-
Section 2. City Agreement to Provide Incentives
(a) General In consideration for Buckeye Dermatology, Inc.'s agreement to retain and
expand its operations, workforce and associated payroll within the City, the City agrees to provide
economic development incentives to Buckeye Dermatology, Inc. in accordance with this Section.
(b) Retention & Expansion Grant In consideration of the agreement to retain and
expand its operations and workforce and to construct and own its own facility within the City for
the purpose of housing its own operations and workforce, the City agrees to provide a grant to
Buckeye Dermatology, Inc. in the amount of $20,000 (the "Retention and Expansion Grant').
The City will make payment of the Retention and Expansion Grant to Buckeye Dermatology,
Inc. no later than 30 days after issuance of an occupancy permit for its new Dublin facility. The
payments provided for in this Section 2(b) shall be made by the City to Buckeye Dermatology, Inc.
by electronic funds transfer or by such other manner as is mutually agreed to by the City and
Buckeye Dermatology, Inc.
(c) Forfeiture of Incentive Payment Buckeye Dermatology, Inc. agrees that if certain
Target Withholdings are not met, as set forth in Section 2(c)(i) & (ii) below for any given year
(2009 thru 2013), Buckeye Dermatology, Inc. will be required to remit the total of the Retention
and Expansion Grant ($20,000) back to the City.
(i) Calculation of Actual Withholdings On or before March 15 of each of the
years 2010 thru 2014 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 ", net of refunds paid to employees by the City) meet or exceed the target
withholdings for that preceding calendar year (the "Target Withholdings "), all in accordance
with the schedule set forth in subparagraph (ii) below. For purposes of this Section 2,
"Employees" shall include all individuals employed by Buckeye Dermatology, Inc. in the City of
Dublin and working at the Dublin Facility. Buckeye Dermatology, Inc. 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) Target Withholdings With respect to the Actual Withholdings collected
during each of the calendar years 2009 thra 2013, inclusive, the Target Withholdings in
respect of each of those calendar years are as follows:
Calendar Year Target Withholdings (1
2009
$30,259
2010
$48,216
2011
$54,993
2012
$57,371
2013
$69,133
(d) 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 Buckeye Dermatology, Inc. shall have no right to
-2-
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.
(e) 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 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) Buckeye Dermatology, Inc. at:
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 Buckeye Dermatology, Inc. in
other than his or her official capacity. No official executing or approving the City's or Buckeye
Dermatology, Inc.'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.
-3-
(c) Successors This Agreement shall be binding upon and inure to the benefit of Buckeye
Dermatology, Inc. and its successors and assigns.
(d) Recitals The City and Buckeye Dermatology, Inc. 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 Buckeye Dermatology, Inc.
(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) 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 Buckeye Dermatology, Inc., 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.
0) Survival of Representations and Warranties All representations and warranties of
Buckeye Dermatology, Inc. and the City in this Agreement shall survive the execution and delivery
of this Agreement.
-4-
(k) Notwithstanding any clause or provision of this Agreement to the contrary,
in no event shall City or Buckeye Dermatology, Inc. 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.
(Nothing follows the remainder of this page)
-5-
IN WITNESS WHEREOF, the City and Buckeye Dermatology, Inc. have caused this Agreement to be
executed in their respective names by their duly authorized representatives, all as of the date first
written above.
Approved as to Form:
C
CITY OF DUBLIN, OHIO
Printed: Jane Brautigam
Title: City Manager
Printed: Stephen J. Smith
Title: Director of Law
Buckeye Dermatology, Inc.
C
Printed:
Title:
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: 2007
Marsha I. Grigsby
Deputy City Manager /Director of Finance
City of Dublin, Ohio
Ni covomic Developmen [Wcmtivu &C=pmypr ec6SUC=YEDER TOLOCY,INC�DABUC=YEDER TOLOCY,INC doc
-6-