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HomeMy WebLinkAbout3/18/2015 - STAFF REPORTS - 2.N. �OF Q P LM S'O9 .y V N t t 5pe p 4t � Cg41FOR��P CITY COUNCIL STAFF REPORT DATE: March18, 2015 CONSENT CALENDAR SUBJECT: APPROVE A CALIFORNIA INNOVATION HUB MEMORANDUM OF UNDERSTANDING WITH THE GOVERNOR'S OFFICE OF BUSINESS AND ECONOMIC DEVELOPMENT (GO-BIZ) FROM: David H. Ready, City Manager BY: Community & Economic Development SUMMARY On May 10, 2010 the City of Palm Springs-Coachella Valley Innovation Hub (CViHub) received official notification from the Governors office about its award as one of original six (6) designated Innovation Hubs (iHub) in the State of California. The statewide iHub Initiative is designed to spur economic recovery and growth by showcasing and supporting California's most promising hubs of innovation. On October 4, 2013 Governor Brown signed into law Assembly Bill No. 250, creating the California Innovation Hub (iHub) Program within the GO-Biz office. The MOU describes the designation, terms and requirements of the designated iHub and the State. RECOMMENDATION: Authorize the City Manager to execute the California Innovation Hub Memorandum of Understanding. STAFF ANALYSIS: The City of Palm Springs was one the original six designated flubs in the State, authorized by Governor Schwarzenegger in 2010. Each of the six designated iHubs agreed to a Collaboration Statement, in which each iHub agreed to follow the goals outlined in their applications, and agreed to work together to advance the practices and policies that are both economically profitable and provide room for continued innovation within research centers and beyond. There are now 16 designated iHubs throughout the State. Governor Brown has signed into law Assembly Bill 250 ("AB 250"), formally creating the California Innovation Hub (iHub) Program within the Governor's Office of Business and Economic Development (GO-Biz). The Memorandum of Understanding outlines the requirements of the designated iHub and requirements of GO-Biz. The Palm Springs- CViHub, managed by the Coachella Valley Economic Partnership, is in compliance with the terms of MOU and meets the requirements set forth in AB 250. ITEM NO. City Council Staff Report (March 18. 2015)-- Page 2 (Status Report-CViHub) FISCAL IMPACT: There is no fiscal impact to the general fund. Under the MOU, one of the requirements of GO-Biz is to develop regulations to determine the process for distributing any funds received and deposited in the Innovation Accelerator Account created under Government code 12099.7, and provide letters of support to designated iHubs for the purpose of seeking federal and state funds to support the activities of the designed iHub. ion R m n , Director Cathy Van H rn, Administrator o unity VEconomic Development Community & Economic Development David H. Ready, C ger Attachment: California Innovation Hub Memorandum of Understanding 02 California Innovation Hub Memorandum of Understanding THE CITY OF PALM SPRINGS, acting as THE PALM SPRINGS IHUB (sometimes referred to as the "Designated iHub"),AND THE GOVERNOR'S OFFICE OF BUSINESS AND ECONOMIC DEVELOPMENT("GO- Biz") enter into this Memorandum of Understanding("MOU") dated . Capitalized terms are either defined within the paragraph or in the definition section under Appendix A. RECITALS Whereas,as one of the world's largest economies, the State of California leads the nation in sparking innovation; and Whereas, on October 4, 2013 Governor Edmund G. "Jerry" Brown Jr. signed into law Assembly Bill No. 250 ("AB 250"), creating the California Innovation Hub (iHub) Program within the GO-Biz; Whereas, GO-Biz may designate an iHub through a competitive application process; Whereas, the purpose of each iHub will be to stimulate partnerships, economic development, and job creation by leveraging assets to provide an innovation platform for startup businesses, economic development organizations, business groups, and financial institutions; Whereas,AB 250 requires GO-Biz to oversee, coordinate, and provide assistance to each designated iHub; Whereas,AB 250 requires that any iHub designated by GO-Biz before January 1, 2014, must enter into a memorandum of understanding with GO-Biz that meets the requirements set forth in AB 250; Whereas,the City of Palm Springs submitted an application through the competitive process requesting designation as an iHub for the Western Coachella Valley located in the County of Riverside; Whereas, GO-Biz evaluated the application and designated the City of Palm Springs in the County of Riverside as an iHub on May 11, 2010; Whereas,the City of Palm Springs has represented that its focus will be, but not limited to, renewable energy and clean tech (collectively, "purpose"); Whereas,the City of Palm Springs has entered into a Management Agreement with the Coachella Valley Economic Partnership, and has obtained letters of support from the Small Business Development Center, College of the Desert, University of California—Riverside, National Renewable Energy Lab (NREL), Naval Weapons Center, Cal State University-San Bernardino,Wells Fargo, Palm Springs Chamber of Commerce, Riverside County Workforce Development Center("partner network") in alignment with Government Code Section 12099.4 to further its purpose. 1 03 THEREFORE, THE DESIGNATED IHUB AND GO-BIZ(COLLECTIVELY THE "PARTIES" OR INDIVIDUALLY THE "PARTY") PARTIES AGREE AS FOLLOW: A. Incorporation. All parties agree that the recitals are true and are hereby incorporated by reference into this MOU.The term of this MOU shall be four years. B. Requirements of the Designated !Hub.The Designated iHub agrees to do the following: 1. Coordinate and participate in five (5) keynote speaker series seminars annually with national and regional partners focused on supporting start- up and emerging technology entrepreneurs that provide advice on starting a business including financing, marketing and planning. Such participation will be in the form of attendance, financial or in-kind sponsorship, participation as a panelist or moderator during the event; 2. Coordinate and support through direct and or in-kind funding an annual innovation event in partnership with GO-Biz that demonstrates research and partnerships that have evolved out of local universities or research laboratories through the Innovation Hub; 3. Through partner network of the Coachella Valley Innovation Hub provide workshops, seminars, and conferences that assistance 20 startup and emerging technology companies annually; 4. Provide up to five (5) letters of support and commitments to partner network that support further grant applications for programs focused on iHub activities annually; 5. Provide in person and or electronic introductions to local municipalities for start-up and emerging technology companies to receive business assistance in the form of streamlining permitting process, access to innovation hub partner networks, and business assistance where appropriate; 6. Promote other iHub programs and events through social media and other communication paths highlighting the collaborative nature of the iHub program; 7. Include the iHub logo on marketing materials and other communications to brand events and activities of the iHub, as further described in section E below regarding license; 8. Provide on an annual basis, no later than March 31"a common data set for the purpose of reporting activity within the iHub that will include at a minimum, to the extent applicable: a. Report on the status of the requirements in items(1)-(6)of Section B, above; b. Investment Raised/Secured by Designated iHub and/or iHub partner(s); c. Companies Funded within iHub partner network; d. Graduates still in business("Graduates" for purposes of this section mean graduates of an incubator or accelerator program with Designated iHub); and e. Patent applications applied for and granted within Designated iHub region. 2 04 The minimum common data set is subject to modification or change from time to time only with the prior written approval of GO-Biz and the Designated Nub. 9. Under AB 250 an iHub shall annually, no later than July 31" report to GO-Biz progress in meeting each of the goals set forth in Section B above and describe how it has satisfied the performance standards as described in the iHub application. C. Designated Nub.The Designated iHub certifies that: 1. It has received a copy of the state's nondiscrimination policy from GO-Biz, has read the policy and agrees to comply with its terms; 2. The Designated iHub and its principals are current in payment of all state and local taxes owned unless they have entered into an agreement that was deemed satisfactory by the respective taxing authority and are in full compliance with the agreement. D. Requirements of GO-Biz. GO-Biz agrees to do the following: 1. Enter into partnerships on behalf of the iHub network with various industry sectors, non-profit organizations, and non-governmental organizations to negotiate and implement exclusive arrangements for the benefit of the iHub network to obtain access to products and services, including, but not limited to training, software and educational opportunities for innovators and entrepreneurs; 2. Explore opportunities for partnerships with appropriate foreign governments, as determined by GO-Biz,to cooperate in the exchange of innovation technologies and co-develop innovation platforms; 3. Develop a model or program for appropriate foreign private entities to join a California iHub as either a venture capitalist or member/participant of one or more iHubs; 4. As appropriate, promote the Hubs during foreign trade missions, investment forums and in meetings with foreign entities including governments. 5. Deploy a web based platform that will facilitate dialogue and referrals between the Hubs throughout the State of California; 6. Develop regulations to determine the process for distributing any funds received and deposited in the Innovation Accelerator Account created under Government code 12099.7; 7. Promote the iHub Program through social media and other communication paths highlighting successful accomplishments amongst all designated iHubs to the extent the Designated iHub communicates with GO-Biz and provides information about its accomplishments and activities; 8. License the iHub logo to Designated iHub as set forth below; 9. Provide letters of support to Designated iHub for the purpose of seeking federal and state funds to support activities of the Designated iHub; and 3 05 10. GO-Biz will annually post, no later than September 301",the information for each of the reports submitted by each designated iHub on GO-Bii s internet website and will provide notice to the Governor and relevant policy committees of the Legislature that the information is available on the internet. E. License. On August 29, 2014, GO-Biz submitted a section 1(a)trademark application to the United States Patent and Trademark Office ("USPTO") to federally register the iHub mark as depicted in Appendix B (the "Mark") and assigned serial number 86381306 by the USPTO. Although not yet federally registered, GO-Biz has common law rights to the Mark and any other rights that it may acquire through federal registration of the Mark and hereby grants to the Designated iHub a non-exclusive, royalty-free, non-sublicensable and non-assignable right to the Mark to use it in connection with its iHub designation for but not limited to logo design, web pages owned and operated by the Designated iHub and any of its partner organizations, event branding and any other uses provided that prior use and written approval by GO-Biz is obtained..When exercising this right,the Designated iHub must ensure any notice of trademark, "TM" or other propriety right is not removed from any place where it is placed on or embedded. Once the Mark is federally registered the ® notation will be required to be placed on all uses of the Mark by the Designated iHub. Designated iHub agrees that it will not alter, crop, manipulate and create derivative works from the Mark,other than a proportional sizing of the Mark to fit applicable materials. Designated iHub must immediately notify GO-Biz if it becomes aware or suspects that any third party has gained access of the Mark and is wrongfully using the Mark, in whole or in part, or is violating any of GO-Biz's intellectual property rights, including, but not limited to,trademarks and copyrights. Nothing in this MOU is intended or shall be construed to transfer or assign any intellectual property rights of GO-Biz to the Designated iHub, except as otherwise licensed in this MOU. Designated iHub acknowledges and agrees that all right,title and interest in and to the Mark remains with GO- Biz, and nothing contained in this MOU will be construed to convey any rights or propriety interest in the Mark other than the specific rights specifically granted in this MOU. Designated iHub acknowledges and agrees that the Mark possess a special, unique and extraordinary character which makes it difficult to assess monetary damages which GO-Biz might sustain by an unauthorized use. Designated iHub agrees that irreparable injury would be caused to GO-Biz by such unauthorized use,and that injunctive relief would be appropriate in the event of breach of this Agreement. GO-Biz makes no representations or warranties with regard to the Mark,except as otherwise explicitly set forth in this MOU. F. Public Records. Designated iHub acknowledges that GO-Biz is subject to the California Public Records Act(PRA) (Government Code section 6250 et. seq.).This MOU and materials submitted by Designated iHub to GO-Biz may be subject to a PRA request. In such an event, GO-Biz will notify the Designated iHub, as soon as practicable that a PRA request for the Designated iHub's information has been received, to allow Designated iHub, at its discretion, to seek an injunction. GO-Biz will work in good faith with the Designated iHub to protect the information to the extent an exemption is provided by law, including but not limited to notes, drafts, 4 06 proprietary information,financial information and trade secret information. GO-Biz will also apply the "balancing test" as provided for under Government Code section 6255 to the extent applicable. G. Assignment.This MOU is not assignable to another party unless written consent from the non- assigning party is obtained. H. Media Release. Designated iHub agrees to cooperate in good faith with GO-Biz, if requested in connection with any publicity,outreach or press release related to the iHub designation. Designated iHub may elect to issue a press release related to this MOU or any requirements hereunder, but any release shall be approved by GO-Biz in writing prior to such release. Such approval shall not be unreasonably withheld. I. Indemnification/Warranty Disclaimer/Limitation of Liability. When created, Designated iHub shall defend, indemnify and hold GO-Biz, its agents or assigns, harmless from and against all claims, damages, and liabilities(including reasonable attorneys' fees) arising from this MOU in the event Designated iHub acts or engages in willful or negligent misconduct. UNDER NO CIRCUMSTANCES WILL THE STATE OF CALIFORNIA, GO-BIZ, ITS AGENTS OR EMPLOYEES, OR ANYONE ELSE INVOLVED IN THIS MOU BE LIABLE TO DESIGNATED IHUB FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT ARISE FROM THIS MOU. J. Jurisdiction.The validity of this MOU and the interpretation and performance of all of its terms shall be governed by the laws of the State of California.The Designated iHub hereby irrevocably agrees to submit to the personal jurisdiction and venue of any state or federal court located in the City of Sacramento, State of California,and expressly waives any claim or defense that such forum is not convenient or proper for purposes of any action arising under this Agreement. K. Waiver. Neither party shall be deemed by mere lapse of time (without giving notice or taking other action)to have waived any action by the party of any of the provisions of this MOU. 5 07 L. Notice. Any notices required or permitted to be given under this MOU shall be given in writing and shall be delivered (a) in person, (b) by certified mail, (c) by facsimile with confirmed receipt required, electronic communication with confirmed receipt required, or(d) by commercial overnight courier that guarantees next day delivery and provides a receipt,and such notices shall be addressed to: If to GO-Biz: 1325 J Street, 18th Floor Sacramento,California, USA 95814 Attention: Deputy Director, Innovation & Entrepreneurship Phone: (916) 322-0694 Facsimile: (916) 322-0693 Email: louis.stewart@gov.ca.gov If to Designated iHub: 3200 E Tahquitz Canyon Way Palm Springs, CA 92262 Attention: David H Ready, City Manager, City of Palm Springs Coachella Valley iHub Phone: 760-323-8362 Facsimile:760-322-832 5 Email: David.Ready@palmspringsca.gov If to Desginated iHub Managemant CVEP 3111 E.Tahquitz Canyon Way Palm Springs, CA 92262 Attn:Joe Wallace, iHub Manager Phone: 760-340-1575 Joe@CVEP.com M. Modification.This MOU may be amended or modified only by mutual agreement of the parties in written addendum. N. Ambiguities. Each party has had the opportunity to seek the advice of counsel or has refused to seek the advice of counsel. Each party and its counsel, if appropriate, have participated fully in the review and revision of this MOU.Any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in interpreting this MOU.The language in this MOU shall be interpreted as to its fair meaning and not strictly for or against any party. O. Necessary Acts, Further Assurances.The parties shall at their own cost and expense execute and deliver any further documents and shall take such other actions as may be reasonably required or appropriate to carry out the intent and purposes of this MOU. 6 08 P. Sections and Other Headings.The section and other headings contained in this MOU are for reference purposes only and shall not affect the meaning or interpretation of this MOU. Q. Representation on Authority of Parties/Signatories. Each person signing this MOU represents and warrants that he or she is duly authorized and has legal capacity to execute and deliver this MOU. Each parry represents and warrants to the other that the execution and delivery of the MOU and the performance of such party's obligations hereunder have been duly authorized and that the MOU is a valid and legal agreement binding on such party and enforceable in accordance with its terms. R. Severability. If any term of this MOU is to any extent invalid, illegal, or incapable of being enforced, such term shall be excluded to the extent of such invalidity, illegality, or unenforceability; all other terms hereof shall remain in full force and effect. S. Execution.This MOU may be executed in parts, by fax, or other similar electronic means. Governor's Office of Business and Economic Development By: Name: Its: City of Palm Springs By: Name: David H. Ready, Esq., Ph.D. Its: City Manager 09 Appendix A Definitions Clean tech:This is a field of technology that is economically competitive and productive technology that uses less material and/or energy, generates less waste and causes less environmental damage than the alternatives. Renewable Energy:This is a field of technology derived from resources that are naturally regenerative or are practically inexhaustible, such as biomas, heat(geothermal,solar, thermal gradient), moving water(hydro,tidal, and wave power), and wind energy. Municipal sold waste may also be considered a source of renewable (thermal) energy . Emerging Technology: Is a field of technology that broaches new territory in some significant way. New technological fields may result from the technological convergence of different systems evolving towards similar goals. Convergence brings previously separate technologies together so that they share resources and interact with each other, creating new efficiencies. Graduate: For the purpose of this document,the term "graduation" is used to refer to tenants in incubators and accelerators spaces that leave the physical premise with the promise of further growth and success. "Innovative solution" refers to a product, process, service, or information technology that is new or improves an existing product, process, service, or information technology and is not currently deployed in the U.S. marketplace.An Innovative solution is expected to deliver measurable benefits compared to current practice in the areas of environmental benefits, performance, overall process reliability and control,or economic or social benefits. Moreover, an innovative solution shall consist of a specific and identifiable research component. Startup: Is generally a newly created company less than three (3) years old that are in the initial phase of development. 8 40 r Appendix B Innovation Hub Program Trademark 9 11