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Home My WebLink AboutContract 44552-R1A2�� q�� e �5� a: R► �.�. FIRST RENEWAL AND SECOND AMEIVDMENT TO CITY SECRETARY CONTRACT NO. 44552 A LICENSE AGREEMENT BETWEEN THE CITY OF FORT WORTH AND FORT WORTH SYMPHOIVY ORCHESTRA ASSOCIATION THIS FIRST RENEWAL AND SECOND AMEIVDMENT TO CITY SECRETARY CONTRACT NUMBER 44552, as amended, ("First Renewal and Second Amendment") is made and entered into by and between the City of Fort Worth, a home-rule municipal corporation ("City") acting by and through its duly authorized Assistant City Manager, and the Fort Worth Symphony Orchestra Association ("FWSOA), a Texas nonprofit acting by and through its duly authorized President. WHEREAS, on June 18, 2013, the City and FWSOA entered into a license agi-eement providing FWSOA with use of a certain portion of Fort Worth Botanic Garden ("Garden") for the purpose of conducting the "Concerts in the Garden" ("CITG") series, consisting of performances by the FWSOA and other artists ("Event"), the same being Fort Worth City Secretary Contract ("CSC") number 44552; and WHEREAS, CSC No. 44552 sets forth consideration for the 2013 Event, including the license fee, reservation fee, and revenue share, with the express provision that the City and FWSOA would negotiate in good faith to modify these fees for future Events; WHEREAS, the parties agreed that any modifications would be set forth in an amendment to CSC No. 44552; WHEREAS, on or about February 18, 2014, the parties amended CSC 44552 to address fee modifications for the 2014 Event, the same being CSC No. 44552-A1 (CSC Nos. 44552 and 44552-A1 are collectively referred to herein as the "Agreement"); WHEREAS, the parties have further negotiated and agreed to the following fee modifications for the 2015 and 2016 Events: (1) an increase to the reservation fee to be paid to the Fort Worth Botanical Sociery ("FWBS") from one thousand dollars ($1000.00) to one thousand two hundred dollars ($1,200.00); and (2) an increase in the revenue share to be paid to the FWBS from one and one-half percent (1.50%) to one and thi•ee-quarter percent (1.75%); WHEREAS, the Agreement also sets forth a primary term of two calendar years, which � m � m � m � � � � c> �.� � � � commenced on January 1, 2013 and expired on December 31, 2014, and included two consecutive two year renewal options; WHEREAS, the parties desire to exei•cise the first two-year renewal option, to be effective beginning on January 1, 2015 and expiring on December 31, 2016; WHEREAS, the parties have met all conditions precedent to this First Renewal and Second Amendment and wish to renew the Agreement and amend the fee structure to formally capture the __ _ agreed upon arrangement for the 2015 and 2016 Events; and -- -" � c��l�dd��. GdE�(�� , 61'B'Y SECRE3AR�' First Rene�val and Second Amendment to CSC 44552 � ��. ��' ��4 NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the City and the FWSOA do mutually covenant and agree to renew and amend the Agreement as follows: I. FIRST RENEWAL The City and FWSOA hereby agree to renew and extend the Agceement for a two-year period, effective beginning on January 1, 2015 and expiring on December 31, 2016. II. SECOND AMENDMENT Section 4, "Consideration", is hereby amended, in whole, to read as follows: "4. Consideration 4.01 License Fee, For purposes of this Agreement, the fee due under this Subsection 4.01 (for any given Event year) shall be referred to as the "License Fee." a. In addition to any other consideration due hereunder, for the 2013, 2014, 2015, and 2016 Events, the FWSOA will pay to the FWBS a fee of $1,500.00 per concert date for the use of Tract One and Tract Two, with such funds to be allocated toward maintaining infrastructure and addressing safery concerns throughout the Garden. 4.02 Reservation Fee. For purposes of this Agreement, the fee due under this Subsection 4.02 (for any given Event year) shall be referred to as the "BGC Fee." a. In addition to any other consideration due hereunder, for the 2013 Event, the FWSOA shall pay FWBS a reservation fee of $900.00 for each date for which FWSOA reserves the entire BGC and associated parlcing spaces in Tract Three. b. In addition to any other consideration due hereunder, for the 2014 Event, the FWSOA shall pay FWBS a reservation fee of $1,000.00 for each date for which FWSOA reserves the entire BGC and associated parking spaces in Tract Three, c. In addition to any other consideration due hereunder, for the 2015 and 2016 Events, the FWSOA shall pay FWBS a reservation fee of $1,200.00 for each date for which FWSOA reserves the entire BGC and associated parking spaces in Tract Three. 4.03 Revenue Share. a. In addition to any other consideration due hereunder, for the 2013 Event, the FWSOA will pay the FWBS one percent (1%) of the gross value of all revenue generated from sales of concert ticicets and parlcing spaces on City-owned property. b. In addition to any other consideration due hereunder, for the 2014 Event, the FWSOA will pay the FWBS one and one-half percent (1.5%) of the gross value of all revenue generated from sales of concert ticicets and First Renewai and Second Amendment to CSC 44552 2 of 4 parking spaces on City-owned property. c. In addition to any other consideration due hereunder, for the 2015 and 2016 Events, the FWSOA will pay the FWBS one and three-quarter percent (1.75%) of the gross value of all revenue generated from sales of concert tickets and parlcing spaces on City-owned property. 4.04 FWSOA shall deliver one-half of the License Fee and BGC Fee for the entire CITG season to the FWBS on or before the date of the first concert. No later than the thirtieth (30th) day after the date of the last CITG concert for the Event year, FWSOA shall pay to the FWBS the balance of the License Fee and BGC Fee as well as all other consideration due under this Agreement. 4.05 For all subsequent Events under this Agreement, the City and FWSOA will negotiate, in good faith, all future fees that are the subject of Subsections 4.01 (License Fee), 4.02 (BGC Fee) and 4.03 (Revenue Share). These fees will be set forth in an amendment(s) to this Agreement. If the parties cannot negotiate and agree on such fees prior to December 31st of each calendar year for the remaining term of this Agreement (including any renewals) then the City will have the option to terminate this Agreement." III. MISCELLANEOUS a, All other terms and provisions of the Agreement between the City and FWSOA shall remain in full force and effect except as specifically amended or set forth in this First Renewal and Second Amendment. b. All terms in this First Renewal and Second Amendment that are capitalized but not defined shall have the meanings assigned to them in the Agreement. IN WITNESS WHEREOF, the parties have_executed this First Renewal and Second Amendment in multiples, this `7-� day of � l/�j,,c�- , 2015. CITY OF FORT WORTH gy� �, ��,��_��.;�--- - �. 't' �/` �i�-_._ � �� Susan Alanis � Assistant City Manager APPROVED AS TO FORM AND LEGALITY: `l. -. _ �r : �_z2,� �/ � Assistant,Gity Attorney 3_� FORT WO ORCHE R� By: Amy Presi At�� by: � J� �al� OCIAT . �s � �a� �' and CEO �� ;��'`' �oo� °� � � �° � � � � �' ; o o� � �g 8 `... o � i 6 . o ' ,��,d ; ; f ,y a � "<<�y,, : ��z�''� � 4'J'� � � � 1 � .. pp : '�� i ��NdM�V r h� ,_ti' 1 f-„• � ��i�9�� 4��ORD �9�'iY ��EB�� s��a�TI�, �� irst Re iewa an econ Amendment to SC 44552 3 of 4 ATTEST: City Secretary Contract Authorization: M&C: C-26256 Date: May 14, 2013 First Renewal and Second Amendment to CSC 44552 4 of4 M&C Review _ = i '- � � Page 1 of 2 Official site of the Ciry of ( ori W�7rth, l��xas �UR"i' ��(IRTI l COUNCIL ACTION: Approved on 5/14/2013 _ _ . _ _ . _. __ DATE: 5/14/2013 REFERENCE NO.: **C-26256 LOG NAME: 80FWSOA2013 CODE: C TYPE: PUBLIC CONSENT HEARING: NO SUBJECT: Authorize License Agreement with Fort Worth Symphony Orchestra Association for Use of the Fort Worth Botanic Garden for the Concerts in the Garden Series (COUNCIL DISTRICT 7) RECOMMENDATION: It is recommended that the City Council authorize the execution of a license Agreement with the Fort Worth Symphony Orchestra Association for the annual Concerts in the Garden Series held at the Fort Worth Botanic Garden. DISCUSSION: Over the past 23 years, the City and the Fort Worth Symphony Orchestra Association (FWSOA) have brought to the citizens of Fort Worth the Concerts in the Garden (CITG) series. On May 24, 2011, (M&C C-24919) the City Council authorized the execution of a contract with the FWSOA to permit them to have the use of certain portions of the Fort Worth Botanic Garden (shown as Tracts I, II and III on the attached Exhibit) for the purposes of conducting the CITG series of perFormances by the FWSOA and other artists. The Agreement was for two years (January 2011 through December 2012), without any additional renewal options. The primary reason for the shorter term was to balance the desire to allow the concerts to continue with the need to allow sufficient time to assess economic conditions. In producing the concerts series, the FWSOA relies heavily on private corporate sector underwriting. The City and the FWSOA wish to continue in their relationship and enter into a new Agreement for an initial term of two years with an effective date beginning on January 1, 2013 and ending on December 31, 2014, with two 2-year renewal options. For the 2013 concert series, the FWSOA will pay the Fort Worth Botanical Society (FWBS) a rental fee of $1,500.00 for each concert date, as well as one percent of the gross value of all revenue from sales of concert tickets and parking spaces on City- owned property. In addition, the FWSOA will pay the FWBS the amount of $900.00 for dates on which the Symphony wishes to reserve the bulk of the Botanic Garden Center (BGC) lots. The City and FWSOA agree to negotiate in good faith to modify the license fees for the 2014 concert series and subsequent renewal options. The proposed terms of the new Agreement are consistent with City contracts in general. As part of the Fort Worth Botanical Society's (FWBS) non-exclusive concessionaire's rights with the City of Fort Worth, the FWBS shall receive 20 percent of the gross revenue from all merchandise sold by or for the performers at the concerts. All funds paid to the FWBS are to be allocated toward maintaining infrastructure and addressing safety concerns throughout the Botanic Garden. All other major terms and conditions of the prior year's contract remain unchanged. The Parks and Community Service Advisory Board endorsed this recommendation at its February 27, 2013 Board meeting. The Botanic Garden is located in COUNCIL DISTRICT 7 and serves the entire City of Fort Worth. FISCAL INFORMATION/CERTIFICATION: http://apps.cfwnet.org/council�acket/mc_review.asp?ID=18100&councildate=5/14/2013 4/6/2015 � � � M�C Review Page 2 of 2 The Financial Management Services Director certifies that this action will have no material effect on City funds. TO FundlAccountlCenters FROM Fund/AccountlCenters Submitted for Citv Manaqer's Office bv: Susan Alanis (8180) Oriqinatinq Department Head: Additional Information Contact: Richard Zavala (5704) Sandra Youngblood (5755) _, _ _ _ ATTACHMENTS FWSOA �icense Areas.pdf http,//apps.cfwnet.org/council�acicet/mc_review.asp?ID=18100&councildate=5/14/2013 4/6/2015