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Home My WebLink AboutContract 60084CSC No. 60084 MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF FORT WORTH (FORT WORTH PUBLIC LIBRARY) AND PERFORMING ARTS FORT WORTH, INC. This Memorandum of Understanding ("Memorandum") is made and entered into by and between PERFORMING ARTS FORT WORTH, INC. ("PAFW"), a Texas non-profit corporation, acting by and through its duly -authorized representative and the CITY OF FORT WORTH ("City"), a home -rule municipal corporation of the State of Texas, acting by and through its duly -authorized Assistant City Manager, to document the relationship between the two entities. City and PAFW may be referred to herein individually as a "Party" or collectively as the "Parties." I. BACKGROUND AND PURPOSE 1. City desires to have the Fort Worth Public Library ("FWPL") engage the residents of Fort Worth by supporting arts and culture enrichment opportunities. 2. FWPL's mission is to build a community of learners, dreamers, and doers. This is achieved through library services in multiple City locations, including programs and partnerships inside and outside the library buildings. 3. PAFW oversees the day-to-day operations and management as well as long-term capital needs of the Nancy Lee and Perry R. Bass Performance Hall ("Venue") complex. Bass Performance Hall serves as the permanent home to four resident companies: Fort Worth Symphony Orchestra, Texas Ballet Theater, Fort Worth Opera, and the Van Cliburn International Piano Competition and Cliburn Concerts. 4. This Memorandum represents the intent of the Parties to memorialize the understanding of the Parties and their desire to ensure positive cultural outcomes for the residents of Fort Worth. II. TERM This Memorandum shall begin on the date that this Memorandum is executed by the City's Assistant City Manager ("Effective Date") and expire on August 31, 2024 ("Expiration Date"), unless terminated earlier in accordance with this Memorandum. This Memorandum may be renewed annually under the same terms and conditions upon the written mutual agreement of the Parties. III. GOALS PAFW seeks to increase exposure of the performance arts to diverse audiences. 2. PAFW seeks to increase youth attendance at performances. OFFICIAL RECORD Memorandum of Understanding CITY SECRETARY CITY & PERFORMING ARTS FORT WORTH, INC. FT. WORTH, Tx Page 1 of 5 3. PAFW seeks to increase the community connection between the arts, literacy, and education with the Fort Worth Public Library. 4. City seeks to increase awareness of FWPL programs related to the performance arts with those attending PAFW performances. 5. City seeks to increase the number FWPL library card registrations of PAWF performance arts patrons. 6. City seeks to provide a connection between theatrical performances and books/material available from FWPL. IV. OBLIGATIONS I. Parties agree to designate a representative to coordinate all services to be performed pursuant to this Memorandum. 2. PAFW will provide information tables for FWPL at a minimum of three Venue events during the term. PAFW will run a full -page playbill advertisement. 3. FWPL will provide an in -person story time on -site at Venue. 4. PAFW will provide promotional materials including but not limited to community board posts, bookmark & flyer distribution, and poster placements. FWPL will review and approve the provided promotional materials prior to posting at FWPL locations. V. TERMINATION Memorandum may be terminated by either Party without cause with thirty (30) days written notice. VI. CORRESPONDENCE All notices required or permitted under this Memorandum shall be conclusively determined to have been delivered when (i) hand -delivered to the other Party, or its authorized agent, employee, servant, or representative, or (ii) received by the other Party or its authorized agent, employee, servant, or representative by reliable overnight courier or United States Mail, postage prepaid, return receipt requested, at the address stated below or to such other address as one Party may from time to time notify the other in writing. CITY PAFW Memorandum of Understanding CITY & PERFORMING ARTS FORT WORTH, INC. Page 2 of 5 City of Fort Worth Library Director 500 W Yd Street, Fort Worth, Texas 76102 With copy to: Assistant City Attorney 200 Texas Street Fort Worth, Texas 76102 Performing Arts Fort Worth Director of Education & Community Engagement 330 East 4th Street Fort Worth, Texas 76102 PAFW and City agree to notify the other Party of any change in address. VII. GOVERNING LAWNENUE If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of this Memorandum, the venue for such action shall lie in state courts located in Tarrant County, Texas, or the United States District Court for the Northern District of Texas — Fort Worth Division. This Memorandum shall be construed in accordance with the laws of the State of Texas. VIII. INSURANCE City is a governmental entity under the laws of the state of Texas and pursuant to Chapter 2259 of the Texas Government Code, entitled "Self -Insurance by Governmental Units," is self -insured and therefore is not required to purchase insurance. IX. SOVEREIGN IMMUNITY Nothing herein constitutes a waiver of City's sovereign immunity. X. LIABILITY AND INDEMNITY Nothing herein constitutes a waiver of PAFW's liability or requires City to indemnify or hold PAFW or any third party harmless from damages of any kind or character. XI. RIGHT TO AUDIT If any money is exchanged as part of this Memorandum, then the City shall have the right to audit the financial and business records of the PAFW that relate to any monetary exchange under this Memorandum ("Records") at any time during the term of the Memorandum and for three (3) years Memorandum of Understanding CITY & PERFORMING ARTS FORT WORTH, INC. Page 3 of 5 thereafter. It is expressly understood that no money is being exchanged as part of this Memorandum. XII. SIGNATURE AUTHORITY The person signing this Memorandum hereby warrants that he or she has the legal authority to execute this Memorandum on behalf of his or her respective Party, and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the person or entity. The other Party is fully entitled to rely on this warranty and representation in entering into this Memorandum. Should that person or entity not be authorized, the terms and conditions of this Memorandum shall be binding as against the signatore and she shall be subject to the terms and conditions of this Memorandum. [REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] [SIGNATURE PAGE FOLLOWS] Memorandum of Understanding CITY & PERFORMING ARTS FORT WORTH, INC. Page 4 of 5 IN WITNESS WHEREOF, the parties hereto have executed this Memorandum in multiples. CITY: By: Jesica McEachern Assistant City Manager Date: 09/11/2023 For City of Fort Worth internal processes: APPROVAL RECOMMENDED: Marilyn Marvin Interim Library Director APPROVED AS TO FORM AND LEGALITY: By: Andrea Phillips Assistant City Attorney CONTRACT AUTHORIZATION: M&C: FORM 1295: PERFORMI ARTS FORT WORTH, INC.: / By: (/1 Taylor oods Director of Education & Community Engagement Date: q / � / Contract Compliance Manager: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. L� By: `1 Y Timothy Shidal Administrative Services Manager ATTEST: By: ?" P �' Jannette Goodall City Secretary 44ovou��Il P cF FORr�aa� 4Vo =4 l.o OOP* o00 oo*�d aa4 TEXAS a �bnnaa44 0 OFFICIAL RECORD Memorandum of Understanding CITY SECRETARY CITY & PERFORMING ARTS FORT WORTH, INC. FT. WORTH, Tx Page 5 of 5