3209 To authorize the Community Transition Program Letter of AgreementBY-LAW NUMBER 3209
A BY-LAW TO AUTHORIZE THE COMMUNITY TRANSITION PROGRAM LETTER
OF AGREEMENT
WHEREAS the Corporation of the Town of Tillsonburg is desirous of entering into a
Community Transition Program letter of agreement
THEREFORE the Council of the Town of Tillsonburg enacts as follows:
1. THAT the Agreements attached hereto as the Community Transition Letter of
Agreement, Schedule l and Schedule 2 form part of this By-law between the
Corporation of the Town of Tillsonburg and The Oxford Small Business Support Center;
2. THAT the Mayor and Clerk be hereby authorized to execute the attached agreement on
behalf of the Corporation of the Town of Tillsonburg.
READ A FIRST AND SECOND TIME THIS 8th DAY OF MAY 2006
READ A THIRD TIME AND FINALLY PASSED THIS THE 8th DAY OF MAY 2006.
MAYOR -Stephen Molnar
CLER'LK-Michael Graves
05,
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co uni
PROGRAM
BRANT ELGIN *N 0 R FOL K * V X F 0 R 0
COMMUNITY TRANSITION PROGRAM
LETTER OF AGREEMENT
(Hereinafter referred to as the "Agreement")
April 22, 2006
Between:
Oxford Small Business Support Center
118 Oxford Street
Ingersoll, ON,
N5C 2V5
(Hereinafter referred to as "OSBSC")
And: The Corporation of the Town of Tillsonburg
200 Broadway Street, 2nd Floor
Tillsonburg, Ontario
N4G 5A7
(Hereinafter referred to as the "Recipient")
The Community Transition Program staff person will hereby be named the "Program
Officer."
In response to direction from the Project Approval Committee on the 27th day of March,
2006, OSBSC offers to provide funding in an amount not to exceed the sum of $175,000
(the "Grant") to the Recipient for the purposes described in Schedule 1 attached hereto
(the Project"), upon the following terms and conditions.
Schedule 1 shall be considered to be an integral part of this Agreement.
Letter of Agreement Page 1 of 6
Town of Tillsonburg (Economic Development Marketing Initiative) April 22, 2006
1. Conditions of the Agreement:
a) This Agreement comes into force on the date that the duplicate copy of this
Agreement, unconditionally accepted by the duly authorized representatives
of the Recipient is received by OSBSC (the "Date of Acceptance")
b) "Eligible Costs" shall mean the reasonable and proper direct costs which are
set out in Schedule 1, which are incurred and paid by the Recipient in carrying
out the Project activities described in Schedule 1 within the Funding Period
(as hereinafter defined).
c) Subject to the provisions of this Agreement, OSBSC agrees to provide a Grant
to the Recipient in the amount of $175,000.
d) The Project Funding Direction Letter (PFDL) is attached (schedule 2) and is
part of this Letter of Agreement. The Recipient, by signing this Letter of
Agreement agrees to abide by all of the teens and conditions outlined in the
Project Funding Direction Letter.
e) This Agreement is subject to all of the terms and conditions of the Project
Funding Direction Letter (PFDL). The Recipient agrees to abide by all of the
terms and conditions of the PFDL as th.,-y relate to the project milestones. The
Recipient agrees that grant payments are based on proof of meeting the
milestones. The Program Officer, at their sole discretion, may determine if
the Recipient has met their obligations as stated in the PFDL.
f) The Project will commence on or before April 22, 2006 and be completed on
or before October 31, 2007 (the "Funding Period").
g) This Agreement shall remain in full force and effect from the date of
acceptance until two (2) years following the end of the Funding Period. (the
"Period of the Agreement")
h) The Recipient agrees to report the Grant Amount as income when filing taxes
and understands that the CTP Grant Amount will be considered as taxable
income to the Recipient.
i) The Recipient must maintain ownership of all equipment funded by the
Community Transition Program for a minimum period of 3 years from the
date of the Letter of Agreement.
Letter of Agreement Page 2 of 6
Town of Tillsonburg (Economic Development Marketing Initiative) April 22, 2006
2. Amendments:
a) Any alteration or amendment of any kind to the Project or change that will
materially affect the objectives, activities or outcome of the Project, or that will
affect the total cost of the Project, will require this Agreement to be renegotiated
by the parties hereto.
b) The Recipient has the duty to report to the Program Officer any changes to their
project that have the potential to affect the project or have the potential to affect
the milestones.
c) The Program Officer will provide, at their sole discretion and with the guidance of
PAC any written amendments to this agreement for execution by the parties
hereto.
3. Default:
a) In the event that a project fails to meet the milestones, any unspent grant money
will be reimbursed to OSBSC by the Recipient.
b) The Recipient shall inform the Program Officer immediately if the Recipient is
unable to meet any of the conditions or obligations of this Agreement for any
reason. In the event that the Recipient is unable to, or fails to meet any of the
obligations or conditions of this Agreement, OSBSC reserves the right to
withdraw this Grant immediately and to recover any portion of the Grant
advanced and not utilized by the Recipient.
4. Ten -ns of Payment:
a) OSBSC shall pay the Grant to the Recipient for Eligible Costs incurred, on receipt
of itemized claims, which claims shall be:
(i) submitted at completion of milestone;
(ii) certified by an officer of the Recipient or another person satisfactory to
OSBSC; and,
(iii) accompanied by a report of work completed to date, details of all
costs in respect of which payment is claimed, and such substantiating
documentation as may be required by OSBSC.
b) OSBSC shall! not iriake any payment for any costs that the Recipient has entered
into a legal cotninitinent for prior to the Date of the Staff Recolnnlendation Letter
Thursday December 8, 2005.
Letter of Agreement Page 3 of 6
Town of Tillsonburg (Economic Development Marketing Initiative) April 22, 2006
c) OSBSC shall reserve the right to withhold up to a maximum of 10% of the total
CTP grant. This amount will be payable upon the submission of all reporting
requirements to the satisfaction of the Program Officer.
d) The RecipienA.
t, at any tilde or titles, shell repay to OSBSC, within thirty days
from receiving a written request to do so, any amount by which the portion of the
Grant advanced exceeds the Eligible Costs. The OSBSC may modify subsequent
advances.
e) If the Recipient receives any funding frorn any other source for any Eligible
Costs, OSBSC may, in its discretion, reduce the amount of the Grant by all or any
portion of such funding received by the Recipient.
f) Milestone payments will be based on the Project Funding Direction Letter or So%
of actual expenses, (80% for Human Capacity for Change) whichever is lower.
5. Reporting:
a) During the Period of the Agreement, the Recipient shall provide to the Program
Officer such financial statements and progress reports as the Program Officer may
request.
b) During the Agreement, the Recipient shall permit the Program Officer to visit and
inspect any of its premises and shall discuss and disclose information as requested
in order to determine whether the Recipient is observing and performing the terms
and conditions of this Agreement.
c) The financial records of the Recipient, as they relate to the Project, are
subject to audit by OSBSC or such other auditor as OSBSC may designate and the
Recipient shall permit any person designated by OSBSC to audit and copy any
invoices, accounts, receipts, time sheets, travel statements or other records or
material in relation to the Project. Such examination shall take place during
non -nal business hours at a place to be agreed upon by OSBSC and the Recipient.
d) The Recipient shall provide to OSBSC a final Project report, in a form
satisfactory to the Program Officer in scope and detail, within thirty days of the
end of the Funding Period.
e) The Recipient shall assist OSBSC in completing any evaluation of the outcomes
and impacts that result from the Project.
Letter of Agreement Page 4 of 6
Town of Tillsonburg (Economic Development Marketing Initiative) April 22, 2006
6. Public Announcements and Communications:
a) The Recipient shall collaborate with the Program Officer to arrange publicity
regarding the Grant and agrees to recognize the Grant in the manner that the
Program Officer reasonably directs.
b) The Recipient agrees that all public information, reports, materials, advertising
and publicity in connection with the Project shall acknowledge the support of the
Province of Ontario.
c) The Recipient, by signing the Letter of Agreement authorizes the Community
Transition Program to release the name of their company/organization, the CTP
Grant Amount and a brief outline of the project to the media at any time. The
Recipient also agrees to have their project naive, the CTP Grant Amount and a
brief outline of their project made available to the public in a final report.
7. Liability:
a) The Recipient shall hold OSBSC free from any and all losses, expenses, damages
and claims of any kind or nature arising from any activity relating to this
Agreement.
b) The Recipient is solely responsible for the hiring, employment, dismissal, and all
related matters with respect to persons employed for the purposes of the Project,
as well as all contractual arrangements of any kind or nature related to the Project.
c) The Recipient understands and agrees to be responsible for compliance with all
Federal, Provincial and Municipal laws and regulations with respect to the
Project.
d) The Recipient acknowledges that OSBSC is not legally associated with the
Recipient in any manner, and the Recipient agrees not to represent to the public
that OSBSC is so associated.
8. Environment:
The Recipient warrants that any environmental issues or concerns related to the
Project as known to the Recipient have been disclosed to OSBSC.
Letter of Agreement Page 5 of 6
Town of Tillsonburg (Economic Development Marketing Initiative) April 22, 2006
9. Notice:
Any notice or communication required to be given under this Agreement shall be
in writing and shall be delivered personally, by courier or sent by registered mail,
postage prepaid with return receipt requested, or sent by facsimile addressed to the
other pai-ty at the address provided below or at such ether address as either party shall
later designate to the other in writing. All notices or communications shall be
addressed as follows:
John Klunder
Regional Coordinator
Community Transition Program
P.O. Box 732, #4077 Highway 3 East, Simcoe, ON. N3Y 4T2
To the Recipient at the address shown on page 1.
This letter of agreement is open for acceptance for fifteen (15) days from this
date, after which it becomes null and void.
Yours truly,
Oxford Small Business Support Centre
Per:
Print Name:
Title
The foregoing is hereby accepted this day of
The Corporation of the Town of Tillsonburg
Per:
Per:
Aj.
' nt �qame:
Date
2006
V ate
15ate
2 �710 1(0
Letter of Agreement Page 6 of 6
Town of Tillsonburg (Economic Development Marketing Initiative) April 22, 2006
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PROGRAM
BRANT • ELGIN # NORFOLK .. GXFOR0
Town of Tillsonburg (Economic Development Marketing Initiative)
200 Broadway Street, 2nd Floor, Tillsonburg, Ontario N4G 5A7
Initial of the Applicant:.
Date:
Schedule 1
Item
Applicant
Cost
CTP
Grant
Total
Cost
CDO 2 year contract wages & benefits
97,500
971500
195,000
Marketing Campaign
50,000
50,000
100,000
CDO Memberships, travel & conferences
15,000
15,000
30,000
Commercial Prosperity Council
12,500
12,500
259000
TOTALS
$1759000.00
175,000.001
$350,000.00
PROJECT FUNDING DIRECTION LETTER
(PFDL) Schedule 2
Project Name: Town of Tillsonburg (Economic Development Marketing Initiative)
Applicant(s): Darrell Eddington
File #: 20/05
Cheques to be made payable to: Town of Tillsonburg
PAC Approval Date: March 27, 2006
County: Oxford
Category: Community Capacity for Growth
CTP Program Officer: John Klunder
Total Amount of CTP Approved Grant: $175,000
Project Objective: The Town of Tillsonburg has been negatively affected by the decline
in the tobacco industry. This project is intended to add Community Capacity for
Growth by developing the following:
• Hiring a Community Development Officer
• Working with a marketing consultant, develop a marketing campaign
• Creating a Commercial Prosperity Council.
Milestones
Milestone #1
• Amount of Payment: $50,000
• Anticipated Date: May 10, 2006
Details of actions required for payment approval on milestone #1:
The Letter of Agreement has been signed by all parties.
2 Schedule 1 has been signed by the applicant.
3 Evidence that the Corporation of the Town of Tillsonburg has the authority to enter into
this agreement and documentation to support this.
PFDL "Town of Tillsonburg (Economic Development Marketing Initiative)" April 22, 2006
Page 1 of 4
Milestone ##2
• Amount of Payment: $50,000
• Anticipated Date: December 1, 2006
Details of actions required for payment approval on milestone #2:
1 RE:ceipts identifying, at the sole discretion of the CTP Program Officer, that the items
and services purchased are from Schedule 1 and have been paid in full.
2 Receipts must be in excess of $100,000 and be items identified as from Schedule 1 for
the milestone payment #2 to be approved.
3 The CTP Program Officer, at their sole discretion may complete a visual inspection to
confirm the items and services purchased are as identified in Schedule 1.
Milestone #3
• Amount of Payment: $58,000
• Anticipated Date: September 30, 2007
Details of actions required for payment approval on milestone #3:
1 Receipts identifying, at the sole discretion of the CTP Program Officer, that the items
and services purchased are from Schedule 1 and are paid in full.
2 Total project receipts must be in excess of $350,000 in order for milestone payment #3
to be approved.
3 The CTP Program Officer, at their sole discretion may complete a visual inspection to
confirm the items and services purchased are as identified in Schedule 1.
]PFDL "Town of Tillsonburg (Economic Development Marketing Initiative)" April 22, 2006
Page 2 of 4
Milestone #4
• Amount of Payment: $17,000
• Anticipated Date: November 1, 2007
IDetails of actions required for payment approval on milestone #4:
1 Receipts identifying, at the sole discretion of the CTP Program Officer, that all
p
equipment and services purchased are from Schedule 1 and that the purchases are
complete.
2 Receipts of services and equipment purchased for the entire project must be in excess
of $350,000 in order for milestone payment #4 to be approved.
3 Satisfaction at the sole discretion of the CTP Program Officer, that all documentation
has been completed by the applicant including receipts and a final report.
Confirmation that the CTP Program Officer is in receipt of said documentation.
4 Completion of an applicant survey.
PFDL "Town of Tillsonburg (Economic Development Marketing Initiative)" April 22, 2006
Page 3 of 4
Authorization
I herebyauthorize the Ontario Association of Community Futures Development Corporations
to forward project funds "total amount of CTP Approved Grant" to the Oxford Small Business
Support Centre. (Oxford CFDC.
I hereby ,authorize the Oxford CFDC to execute a "Letter of Agreement" between themselves
and the applicant which reflects the milestones identified in this Project Funding Direction
Letter and to provide payment to the Recipient as identified in this letter.
Project Approval Committee Chairperson:
Date:
CTP Regional Coordinator:
Date:
Authorization:
We hereby agree to carry out the terms of the Project Funding Direction Letter in cooperation
with CTP staff as indicated in this document. I hereby acknowledge that the case
management aspect of this project rests with CTP staff and that the Oxford CFDC will work in
cooperation with CTP staff to ensure all milestones are met before payment is issued to a
Recipient.
CFDC Narne:
Date:
Oxford Small Business Support Centre Signature:
Per:
Name
Title
Oxford Small Business Support Centre Signature:
Per:
Name
Title
Date
Date
:PFDL "Town of Tillsonburg (Econornic Development Marketing Initiative)" April 22, 2006
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