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HomeMy WebLinkAboutContract 12804 1 C O N T R A C T A N D A G R E E M E N T STATE OF TEXAS § CITY lSECRETARY, COUNTY OF TARRANT CC -TRAvTK M This Contract and Agreement is made and entered into at Fort Worth, Tarrant County, Texas, this day of , 1982, by and between the City of Fort Worth, a municipal corpora- tion ( "City" ) , acting herein by and through its duly authorized City Manager, Robert L. Herchert, and the Arts Council of Fort Worth and Tarrant County, a Texas non-profit corporation ( "Arts Council" ) , acting by and through its duly authorized President, John V. Roach: W I T N E S S E T H: WHEREAS, Article 1269j-4. 1 , V.T.C.S. , authorizes the City to levy by ordinance a hotel occupancy tax which may not exceed four percent (4%) of the consideration paid by a hotel occupant; and WHEREAS, the City has levied such a hotel occupancy tax of four percent (4%) by adopting Ordinance No. 7969 (September 4, 1979) of the Code of Ordinances of the City of Fort Worth; and WHEREAS, Section 3c(a) (3) of Article 1269]-4. 1 , V.T.C.S. authorizes the City to use revenue derived from its hotel occu- pancy tax "for general promotional and tourist advertising of the City and its vicinity and conducting a solicitation and operating program to attract conventions and visitors , either by the City or through contracts with persons or organizations selected by the City" ; and WHEREAS, Section 3c (a) ( 4) and ( 5) of Article 1269]-4. 1 , V.T.C.S. , authorize the City to use revenue derived from its hotel occupancy tax for "the encouragement, promotion, improve- \` CI=R MIAL RECORD CITY SlEnct d GARY ment, and application of the arts, including music ( instrumental and vocal) , dance, drama, folk art, creative writing, architec- ture, design and allied fields, painting, sculpture, photography, graphic and craft arts, motion pictures, television, radio, tape and sound recording, and the arts related to the presentation, performance, execution, and exhibition of these major art forms" and for "historical preservation and restoration" , respectively; and WHEREAS, the membership and board of directors of the Arts Council are broadly representative of the arts community in Fort Worth, and the purposes of the Arts Council include providing assistance in the responsible distribution of public funds for the support of the arts in Fort Worth; NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS: For and in consideration of the performance of the mutual covenants and agreements herein contained, the parties hereto do hereby covenant and agree as follows: 1 . City agrees pursuant to the State Statute and City Ordi- nances hereinabove cited to pay monies to the Arts Council from its hotel occupancy tax revenues for use by the Arts Council in furthering artistic and cultural activities in the City of Fort Worth. In consideration of City's payment to Arts Council of the sum of money hereinafter set out, the Arts Council agrees to allocate and distribute funds to cultural and arts organizations located in the City of Fort Worth, as provided in its proposal marked Exhibit "A" attached hereto. The Arts Council shall make distributions and expenditures of funds only for those purposes which are reasonably related to the cultural and artistic activities recognized under Article 1269j-4. 1 , V.T.C.S. , and which are in accordance with Exhibit "A" . Specifically, the Arts -2- Council understands and agrees that the Grant Review Panel provided in Exhibit "A" shall include one representative of the City Manager' s office of City and one member of the City Council of City. The terms of this contract shall take precedence over those of said Exhibit "A" and shall control in the event of any ambiguity in the terms of said Contract and Exhibit. 2. The City may terminate this contract at any time and for any cause upon six months ' notice, in writing, addressed to the Arts Council of Fort Worth and Tarrant County, 3505 W. Lancaster, Fort Worth, Texas 76107. Subject to termination as herein provided, the term of this contract shall be one ( 1 ) year, commencing on the 1st day of October, 1982, and ending on the 30th day of September, 1983. 3. In consideration of the services to be provided under this agreement by the Arts Council, City agrees to pay to Arts Council a sum of money not to exceed Eighty-Five Thousand Dollars ( $85, 000) , in four even installments of Twenty-One Thousand Two Hundred Fifty Dollars ( $21 ,250) each of which shall be paid quarterly on the fifteenth day of the second month following the end of each such quarter. The monies so paid to the Arts Council shall be kept in a special account, and the Arts Council shall annually furnish City at the Arts Council 's expense an audit and accounting of such monies at such time as the City may require, said audit to be performed by an independent auditor or certified public accountant acceptable to the City. City shall also have the right to perform an audit and inspection of the Arts Council 's business records relating to the expenditure of such monies , at such time and intervals as the City may request. The Arts Council shall periodically submit financial reports to the City Council and City Manager reflecting all receipts and disbursements by the Arts Council. The Arts Council shall submit -3- such reports quarterly. In addition to quarterly reports, the Arts Council shall furnish an annual financial report describing all receipts and disbursements of the Arts Council during the calendar year and setting out all other material information concerning the financial activities and financial condition of the Arts Council. 4. The Arts Council shall operate as an independent contractor as to all services performed hereunder and not as an officer, agent, servant or employee of the City. The Arts Council shall have exclusive control of its operations hereunder and the per- sons performing same and shall be solely responsible for the acts and omissions of its officers, agents, servants, employees, con- tractors , subcontractors and members . The doctrine of respondeat superior shall not apply as between City and the Arts Council, its officers, agents, servants, employees, contractors, subcon- tractors and members, and nothing herein shall be construed as creating a partnership or joint enterprise between City and the Arts Council. 5. The Arts Council covenants and agrees to and does hereby indemnify, hold harmless and defend City, its officers, agents, servants and employees, from and against any and all claims or suits for property damage or loss and/or personal injury, includ- ing death, to any and all persons, of whatsoever kind or charac- ter, whether real or asserted, arising out of or in connection with this contract, its performance, attempted performance or non-performance ; and the Arts Council hereby assumes all liabili- ty and responsibility for same. 6. This written instrument constitutes the entire agreement by the parties hereto concerning the operations to be performed -4- hereunder, and any prior or contemporaneous, oral or written agreement which purports to vary from the terms hereof shall be void. 7. The Arts Council shall not assign all or any part of its interest in this contract, and any attempted assignment of same shall be void and unenforceable. 8. Should any action, whether real or asserted, at law or in equity, arise out of this agreement, venue for said action shall lie in Tarrant County, Texas. 9. The City's obligations and the Arts Council 's rights under this Agreement shall be subordinate to, and limited by, the terms and conditions of all ordinances of the City which may be passed authorizing issuance of bonds to the payment of which the gross receipts of the City's hotel occupancy tax are pledged. The rights of the holders of any such revenue bonds which may be hereafter authorized to such receipts shall be paramount to any rights of the Arts Council hereunder. EXECUTED this q day of 1 9A. ATTEST : CITY OF FORT WORTH I,/lj-.City Secretary �,�/Jobert L. Herchert �} City Manager APPROVED AS TO ARTS COUNCIL OF FORT WORTH FORM AND LEGALITY: AND TARRANT COUNTY City Attorney JohA V. Roach President APPROITED BY CITY COUNCIL Cay oec-reiary Date STATE OF TEXAS § COUNTY OF TARRANT § _ BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas on this day personally appeared Robert L. Herchert, known to me to be the person whose nome is subscribed to the foregoing instrument, and acknowledged to me that the same was the act of the City of Fort Worth and that he executed the same as the act of said City of Fort Worth for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this % day of A.D. , 19 . Noty Public in and for gle State of Texas Public ICY. ;tune, 24 19-85 STATE OF TEXAS § COUNTY OF TARRANT § BEFORE ME, the undersigned authority, a Notary Public in and for Tarrant County, Texas, on this day personally appeared John V. Roach, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed, as the act and deed of Arts Council of Fort Worth and Tarrant County, and in the capacity therein stated as its duly authorized officer or representative. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this J day of .��� �✓' A.D. , 19 Notary Public in�and—for the State of Texas -6- EXHIBIT "A" THE ARTS COUNCIL OF FORT WORTH AND TARRANT COUNTY PROGRAM OF CITY FUNDING FOR THE PERFORMING ARTS I . ARTS COUNCIL GOALS The Arts Council of Fort Worth and Tarrant County recognizes the importance of the performing arts as an integral part of the current dynamic growth of Fort Worth. The Arts Council seeks to improve the quality of life in Fort Worth and Tarrant County and thereby support and enhance the image of the community as a good place to live and visit. The Arts Council endeavors to carry out its mission by accomplishing the following objectives: o Providing a permanent organization for assuring the continuity and development of the performing arts. o Fostering communication, cooperation and coordination among its funded members ; and between its members and the educa- tional and cultural institutions in the community. o Maintaining community support by insuring that the arts are managed and funded on a responsible basis. o Encouraging broad participation of the community in the performing arts by encouraging attendance, education, and understanding of the public and by promoting the events of funded members to the public. o Actively promoting the arts as a key element in attracting visitors and industry to Tarrant County. o Emphasizing arts expansion programs into the schools, the neighborhood, for children, the elderly, for minorities and for newcomers. II. PERFORMING ARTS GRANT PROGRAM OBJECTIVES The Performing Arts Grant Program of the Arts Council has as its objectives the following: o Providing financial assistance for performing arts events that will enhance or increase tourism in Fort Worth. o Providing financial assistance for performing arts events that will take place in a downtown location in Fort Worth. o Providing financial assistance for performing arts events designed to develop and expand audiences not previously served by performing arts organizations. Page 2 III. CITY FUNDING In disbursing City grant funds, the Arts Council shall give priority to projects that: o Directly relate .to encouraging tourism. o Relate the activities of the Central Business District with plaza, street, and hotel activities. o Are aimed at increasing neighborhood identity and neighbor- hood solidarity and which actually involve the residents of the neighborhoods in some way. o Make the arts available to children, to the elderly, to minorities and to the handicapped. IV. ADMINISTRATIVE SERVICES The Grant Review Panel administers City grant funds . The panel includes seven representatives appointed by the Arts Council, one appointed by the City Council and one appointed by the City Manager. Recommendations for funding specific perform- ing arts events are submitted to the Grant Review Panel for their approval. The Arts Council hereby undertakes to provide as a part of its obligations hereunder, administrative services to the City. Specifically, the Arts Council will: o Evaluate proposals from performing arts groups for funding of specific events. o Contract with performing arts organizations for performances designed especially to encourage and enhance tourism. o Research performing arts resources in the community and keep the City advised of these resources. o Provide the City with an annual financial report of funds received and expended. o Provide the City with an annual program report which will summarize and evaluate such performing arts events. V. PERFORMING ARTS GRANT PROGRAM CRITERIA Criteria for granting funds for performing arts events shall be as follows: o Applying organizations must be non-profit and hold a tax-exempt status under Section 501 (c) ( 3) of the Internal Revenue Code. Page 3 o Funding requests must be for project support only. The Performing Arts Grant Program does not provide support for general operating purposes, capital improvements, mortgage payments, building construction or renovation, property and equipment purchases, or travel. Projects which have been completed will not be considered for project support. o Apply organizations must provide a dollar for dollar match for each project funded. The matching funds may be provided through ticket sales or other grants or revenue. In-kind services may provide a portion of the matching funds, but may not exceed 25%. o The applying organizations must have at least one profes- sional staff member, salaried by the organization. Manage- ment must be sound and capable of implementing project proposed. o Organizations must maintain accounting records of grant funds received and be prepared to exhibit financial state- ments upon request by the Arts Council for at least one year after grant termination date. VI. BUDGET General Request Performance Budget $ 76,500 Administrative Budget 8,500 ( 1 employee, telephone, supplies) Total $ 85,000 Page 4 ARTS COUNCIL MEMBERSHIP FUNDED MEMBERS Fort Worth Ballet Association Fort Worth Theatre Fort Worth Opera Association Fort Worth Symphony Orchestra Association Schola Cantorum of Texas Texas Boys Choir of Fort Worth Van Cliburn Foundation, Inc. ASSOCIATE MEMBERS Amon Carter Museum of Western Art Casa Manana Musicals , Inc. Fort Worth Art Museum Fort Worth Museum of Science and History Friends of the Fort Worth Public Library Hip Pocket Theatre Junior League of Fort Worth, Inc. Kimbell Art Museum Sojourner Truth Players Dorothy Shaw Bell Choir Shakespeare in the Park POTENTIAL ASSOCIATE MEMBERS Actors Theatre Ballet Concerto Ballet Folklorico de Azteca Fort Worth Civic Orchestra Stage West Texas Girls ' Choir Youth Orchestra of Greater Fort Worth Page 5 ' APPLICATION PROCEDURE 1 . Complete application summary. 2. Submit narrative describing concept and scope of the project. 3. Provide the following attachments : a. Copy of I.R.S. determination letter certifying non-profit tax-exempt status-. b. Project budget, detailing both revenues and expendi- tures. C. Brief resumes of project personnel. d. Copy of previous year's financial statement, audited, if possible. e. Copy of current fiscal year operating budget. f. List of current Board of Directors. g. Letter from Board of Directors, authorizing submission of the application, signed by the appropriate officer of the organization. 4. Organizations which are not funded or associate members of the Arts Council should include a brief history of the or- ganization and a copy of the Bylaws with the application. 5. Upon receipt of the application, an informal administrative review will be conducted by the Arts Council. 6. Formal review of the application will be conducted by the Grant Review Panel of the Performing Arts Grant Program. 1982 - 1983 APPLICATION DEADLINES June 30, 1982 September 30, 1982 November 30, 1982 February 28, 1983 May 31 , 1983 August 31 , 1983 Utty of trort Worth, *1 eras Mayor and Council Communication DATE REFERENCE SUBJECT: Arts Council Contract for PAGE 11/23/82 NUMBER **C-6620 Services i of 1 Background Last year the City allocated to the Arts Council of Fort Worth and Tarrant County a portion of its 4% Hotel Tax receipts to assist in providing for the responsible distribution of funds in support of the arts. The Arts Council is a non-profit corporation whose fund-raising activities assist the Fort Worth Ballet, Fort Worth Theatre, Fort Worth Opera, Fort Worth Symphony Orchestra, Schola Cantorum of Texas, The Texas Boys Choir and the Van Cliburn Foundation. In addition to these seven "funded" members, there are associate members such as Ballet Folklorico Azteca, Shakespeare in the Park, the Hip Pocket Theatre and the Sojourner Truth Players which receive occasional project assistance. These and other potential associate members qualify for assistance from the Arts Council on -.. a project basis. The Arts Council makes grants for such projects from the funds granted by the City. All grants are subject to the approval of a nine-member Grant Review panel of the Arts Council of whom two - one Councilmember and one representative of the City Manager's Office -are appointed by the City. In the fiscal year just ended, 11 organizations benefitted from 17 grants totalling $71,263, exclusive of admini- strative costs. The City budget adopted for 1982-83 included an $85,000 appropriation for distri- bution by the Arts Council, which is the same amount granted last year. It is proposed that the City Council approve a contract between the City and the Arts Council in that amount for the period October 1, 1982, through September 30, 1983, whereby the Arts Council will provide assistance in the responsible distribution of public funds for the support of the arts in Fort Worth. Funding Funds are available in Account No. 24-20-00, Recommendation It is recommended that the City Council authorize the City Manager to execute a contract with the Arts Council as outlined above, in the amount of $85,000 for the period October 1 , 1982, through September 30, 1983. RAM:kc CIT AGER 5 lwc 1�NQW&77;0�i BY A/ i1pc�EDC'L: PROCESSED Sr CWFICE BY: ORMINATONG �r [j OTHERt (DESCRIBE) DEPARTMENT HEAD: Wade Adkins CITY SECRETARY FOR ADDIT:ONA.L INFORMATION CONTACT: Robert Br i s DATE