HomeMy WebLinkAboutContract 29831 CITY SECRETARY
CONTRACT NO.
-Z
STATE OF TEXAS §
COUNTY OF TARRANT §
AMENDMENT TO CITY SECRETARY CONTRACT NO, 20295
LICENSE AGREEMENT WITH
MAYFEST, INC.
THIS AMENDMENT to City Secretary Contract Number 20295 is made and entered
into by and between the City of Fort Worth, Texas (CITY), and home-rule municipal corporation
situated in Tarrant, Denton and Wise Counties, acting by and through its duly authorized
Assistant City Manager, and the Mayfest, Inc. (LICENSEE), a non-profit Texas corporation,
acting by and through its duly authorized President.
WHEREAS, on April 30, 1994, the City and Mayfest, Inc. entered into City Secretary
Contract No. 20295, pursuant to which Mayfest, Inc. agreed to sponsor and manage the annual
event held at Trinity Park entitled Mayfest;
WHEREAS, on February 23, 1999 and pursuant to the terms of the contract, the Fort
Worth City Council authorized the City Manger, through Mayor and Council Communication C-
17295, to execute the first renewal option for five years for the annual presentation of Mayfest in
Trinity Park;
WHEREAS, on April 6, 2004 and pursuant to the terms of the contract, the Fort Worth
City Council authorized the City Manger, through Mayor and Council Communication G-14325,
to execute the second renewal option for five years for the annual presentation of Mayfest in
Trinity Park;
WHEREAS, the City and Mayfest, Inc. desire to amend said City Secretary Contract No.
20295 to add language relating to discrimination, provide provisions to address copyright
infringement and to provide for the ability to cancel or postpone the event in case of a Level
Orange or Level Red alert issued by the United States Department of Homeland Security;
NOW, THEREFORE,, KNOW ALL PERSONS BY THESE PRESENTS:
That for good and valuable consideration which both parties acknowledge by their
signatures below, the City and Mayfest, Inc. hereby covenant and agree as follows.-
1.
That City Secretary Contract No. 20295, is hereby amended by replacing Paragraph Nine
in its entirety and after said amendment, Paragraph Nine of City Secretary Contract No. 20295,
as amended'. shall read as follows:
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Paragraph 9.
"A. Indemniffication. LICENSEE AGREES TO DEFEND, INDEMNIFY
AND .SOLD THE CITY, ITS OFFICERS, AGENTS SERVANTS AND
EMPLOYEES, HARMLESS AGAINST ANY AND ALL CLAIMS,
LAWSUITS, ACTIONS, COSTS AND EXPENSES OF ANY KIND,
INCL UDING, BUT NOT LIMITED TO, THOSE FOR PRC]PERTY DA MA CE
OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO OWNER'S
BUSINESS AND ANY RESULTING LOST PROFITS) ANDIOR PERSONAL
N UR Y, INCL U I1 G DEA Tom, THA T MA Y RELA TE TO, ARISE OUT OF
OR BE OCCASIONED BY (i) LICENSEE'S BREACH OF ANY OF THE
TERMS OR PRO VIS'I NS OF THIS AGREEMENT T OR (d) ANY
NEGLIGENT ACT OR OMISSION OR INTENTIONAL MISCONDUCT OF
LICENSEE, ITS OFFICERS, AGENTS, AS'S CIA TES, E'VI'L O Y ES,
CONTRACTORS (OTHER THAN THE CITY) OR SUBCONTRACTORS,
RELATED TO USE OF TRINITY PARK OR THE PERFORMANCE OF
THIS AGREEMENT* EXCEPT THAT THE INDEMNIT Y PROVIDED FOR
IN THIS PARAGRAPH SMALL NOT APPLY TO ANY LIABILITY
RESULTING G T"ROM THE SOLE NEGLIGENCE C].,I'' THE CITY OR ITS
OFFICERS, AGENTS, EMPLOYEES OR SEPARATE TE CONT ACTORS,
AND IN THE EVENT OF JOINT AND CONCURRENT NEGLIGENCE OF
BOTH LICENSEE AND CITY, RESPONSIBILITY, IF ANY SHALL BE
APPORTIONED ED CC]MPARA TI VEL Y IN A CCD D NCE WITH THE LA WS
OF THE STA TE OF TEX4S,
B. Insurance. Licensee further covenants and agrees to obtain and keep in force
during the term of this lease a policy providing for bodily injury and property
damage insurance in amounts as follows:
Commercial General Liability
1,000,000 each occurrence
$2,000,000 aggregate
Automobile Liability
S 1,000,000 each accident on a combined single lima
or
250,000 Property .age
$500,000 Bodily Injury per person per occurrence
A commercial business policy shall provide coverage on "Any auto".
defined as autos owned, hired and non- maned when said vehicle is used in
the course of the PROJECT,
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Worker's Compensation:
Coverage A: Statutory limits
Coverage B. Employer's Liability
$100,000 each accident
$500,000 disease-policy limit
$100,000 disease-each employee
Liquor Liability:
$1.000,000 each occurrence
Certificates of insurance evidencing all required insurance shall be delivered to
the CITY prior to occupancy.
(a) Applicable policies shall be endorsed to name the CITY an Additional
Insured thereon, as its interests may appear. The terra. CITY shall
include its employees, officers, officials, agents, and volunteers as
respects the contracted services.
(la) Certificate(s) of insurance shall document that insurance coverage
specified in this agreement are provided under applicable policies
documented thereon.
(c) Any failure on part of the CITY to request required insurance
documentation shall not constitute a waiver of the insurance
requirements.
(d) A minimum of thirty(30)days notice of cancellation or material change
in coverage effecting the required lines and limits of insurance shall be
provided to the CITY. A ten (10) days notice shall be acceptable in the
event of non-payment of premium. Notice shall be sent to the respective
Department Director by name), City of Fort Worth, 1000
Throckmorton Street,Fort Worth, Texas 76102.
(e) Insurers for all policies must be authorized to do business in the State of
Texas and have a minimum rating of A: VH in the current A.M. Best
Key Rating Guide or have reasonably equivalent financial strength and
solvency to the satisfaction of Risk Management.
(f) Deductible limits-,or self insured retentions, affecting insurance required
herein shall be acceptable to the CITY in its sole discretion; and in lieu
of traditional insurance, any alternative coverage maintained through
insurance pools or risk retention groups must be also approved.
Dedicated financial resources or letters of credit may also be acceptable
to the City
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(g) Applicable policies shall each be endorsed with a waiver of subrogation
in favor of the CITY.
(h) The City shall be entitled, upon its request and without incurring
expense, to review the Licensee's insurance policies including
endorsements thereto and, at the City's discretion, the Licensee may
be required to provide proof of insurance premium payments.
(i) The Commercial General Liability insurance policy shall have no
exclusions by endorsements that have effect on the lines and limits of
insurance required in this agreement, unless the CITY approves such
exclusions."
2.
That City Secretary Contract No. 20295, is hereby amended by replacing Paragraph
Twelve in its entirety and after said amendment, Paragraph Twelve of City Secretary Contract
No. 20295, as amended, shall read as follows:
Paragraph 12.
"Licensee agrees that, during use of Parks and Community Services Department
facilities, Licensee will not subject anyone to discrimination in any way because
of the person's race, color or national origin, age, handicap, or sexual orientation.
No one can be excluded from the event or denied the benefits of the event because
of race, color or national origin, age, handicap, or sexual orientation."
I
That City Secretary Contract No. 20295 is hereby amended by adding a new paragraph,
Paragraph 16 and after said amendment, Paragraph 16 of City Secretary Contract No. 20295,
shall read as follows:
Paragraph 16.
"Licensee agrees to assume fall responsibility for complying with the Federal
Copyright La it of 1978 (17 U.S.C. 101, et seq.) and any Regulations issued
thereunder including,, but not limited to, the assumption of any and all
responsibilities for paying royalties which are due for the use of copyrighted
works in Licensee's performances or exhibitions to the copyright owner, or
representative or said copyright ow-ner. City expressly assumes no obligations,
implied or otherwise, regarding payment or collection of any such fees or
financial obligations. City specifically does not authorize, permit, or condone the
performance, reproduction, or other use of copyrighted materials by Licensee or
its agents or licensees without the appropriate licenses or permission being
secured by Licensee in advance. It is further agreed that Licensee shall defend,
indemnl6j- and hold
its harmless for an claims arse from nog pavmdtitfi, 'n,
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licensing agencies, includin , but not limited to, ASCAP, BMI, and SESAC or
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damages arising out of Licensee's infringement or violation of the Copyright Law.
and/or Regulations. City expressly assumes no obligation to review or obtain
appropriate licensing and all such licensing shall be the exclusive obligation of the
Licensee. Licensee understands that they are responsible for securing any and all
licenses by artists/performers giving permission for the recordings. Licensee is
responsible for both reporting and payment of any music licensing fees that may
be required by law.
Licensee understands and agrees that without the proper license obtained by
Licensee, there is a risk of an injunction or money damages arising from a
copyright lawsuit brought by ASCAP, BMI, SESAC or any other licensing
agency.11
4.
That City Secretary Contract No. 20295 is hereby amended by adding a new paragraph,
Paragraph 17 and after said amendment, Paragraph 17 of City Secretary Contract No. 20295,
shall read as follows.-
Paragraph 17.
"If the United States Department of Homeland Security issues a Level Orange, or
Level Red Alert, the City, in its sole discretion, may cancel or postpone the
scheduled event in the interest of public safety. If the City cancels the event,
Licensee will be entitled to a refund of any prior fees paid."
5,
That City Secretary Contract No. 20295 is hereby amended by adding a new paragraph,
Paragraph 18 and after said amendment, Paragraph 18 of City Secretary Contract No. 20295,
shall read as follows:
Paragraph 18.
"Licensee agrees that if it is a charitable organization, corporations, entity or
individual enterprise having, claiming or entitled to any immunity, exemption
(statutory or otherwise) or limitation from and against liability for damage or
injury to property or persons under the provisions of the Charitable Immunity and
Liability Act of 1987, C.P. R.C., § 84.001 et seq., or other applicable law" that
Licensee hereby expressly waives its right to assert or plead defensively any such
immunity or limitation of liability as against City,, Copy of the documentation
stating this organization"s status as a 501(3)(c) entity is due annually to the
address specified for Parks and Community Services in Paragraph 19y. 'he
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amended document."
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6.
That City Secretary Contract No. 20295 is hereby amended by adding a new paragraph,
Paragraph 19 and after said amendment, Paragraph 19 of City Secretary Contract No. 20295,
shall read as follows:
Paragraph 19.
"All notices required or permitted under this Agreement may be given to a
party personally or by mail, addressed to such party at the address stated
below or to such other address as one party may from time to time notify the
other in writing. Any notice so given shall be deemed to have been received
when deposited in the United States mail so addressed with postage prepaid:
CITY:
PARKS AND COMMUNITY SERVICES DEPARTMENT
4200 SOUTH FREEWAY,SUITE 2200
FORT WORTH JExAs 76115-1499
LICENSEE
MAYFEST,INC.
I I 10 PENN STREET
FORT WORTH,TExAs 76102-3485
7.
That all other terms and conditions of City Secretary Contract No. 20295 which are not
expressly amended herein, shall remain in full force and effect throughout the term of this
Agreement.
IN WITNESS- WHEREOF the 'Parties hereto have made and entered into this
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amendment this day of i-A ................................................—1 2004, in Fort Worth, Tarrant County,,
Texas.
ATTEST.- CITY F FORT WORTH
Bv,
Oty Secret Assistant City Manager
6ary bby W
APPROVED AS TO FORM AND LEGALITY.- MAYFEST, INC.
BY
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,Assistan jty Attorney Deborah C. Bdudreaux, Char
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t Authoriz*tiOx VS
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Date r 116
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City of Fort Worth, Texas
Mayor and Council Co unication
COUNCIL ACTION: Approved on 41612004
DATE: Tuesday, April 06, 2004
LOG NAME: 80MAYFEST REFERENCE NO.: **G.,14325
*ftawki�
SUBJECT:
Renewal and Amendment of License Agreement with Mayfest, Inc. for Use of Trinity Park
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to execute a renewal option and
approve an amendment of five years for City Secretary Contract No. 20295 with Mayfest, Inc. for the annual
presentation of Mayfest in Trinity Park.
DISCUSSION:
The current agreement between the City of Fort Worth and Mayfest, Inc. was executed in 1994. The
agreement provides for a five year primary term with options to renew for successive five year periods (City
Secretary Contract No. 20295; M&C C-14182, February 22, 1994). The first renewal option was approved
by City Council in 1999 (M&C C-17295, February 23, 1999). It is proposed that the second and final
renewal option, beginning with Mayfest 2004, be exercised. The renewal contract will be amended to
incorporate provisions relating to copyright protection, homeland security and discrimination related to
sexual orientation.
Mayfest has been a popular and successful event in Trinity Park since 1973. Mayfest is sponsored by the
Junior League of Fort Worth, Streams and Valleys, Inc., the Tarrant County Regional Water District and the
Parks and Community Services Department. Mayfest, Inc., the licensee, is a Texas non-profit corporation
organized for the sole purpose of presenting Mayfest.
Mayfest attendance typically exceeds 100,000 persons. There are approximately 200 scheduled
events presented by 6,000 volunteers from more than 150 organizations. More than 300 contributors
provide financial or in-kind donations. Twenty percent of Mayfest proceeds are paid to the City to support
Parks and Community Services Department programs, equipment purchases, and facility improvements.
These proceeds totaled approximately $35,000 during FY2002-03. Mayfest, Inc. also utilizes proceeds
from the annual celebration for river beautification projects and community improvement programs. The
dates for Mayfest 2004 are April 29 through May 2. Future festival dates are subject to the approval of the
Parks and Community Services Director.
This project is located in COUNCIL DISTRICT 9.
FISCAL INFORMATION/CERTIFICATION-
The Finance Director certifies that the Parks and Community Services Department is responsible for the
collection and deposit of all funds due the City under this agreement.
Logname: 80MAYFEST Nore, I of,2
TO Fund/Account/Centers FROM Fund/Account/Centers
FE72 488100 080502110030 135
,000.00
Submitted for..fit y....Mara aer"s Office Libby Watson (6183)
Originatin,q dead:,. Cie�a art eat e� Richard Zavala (5 704)
Additional Information Contact: Sandra Youngblood (5755)
Logname-. 80MAYFEST PaQe 2 of 2