HomeMy WebLinkAboutContract 28198FUNDYN� AGREEMENT ��� Y ���!����� �h� ,n
BETWEEN �C�NTk�ACT R� . � _� 1 i
CITY OF FORT WORTH .
AND
ARTS COUNCIL OF FORT WORTH AND TARRANT COUNTY
This FiTNllING AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WQRTH (the "City'�, a home rule municipal corporation
situated in Tarrant and Denton Counties, Texas, whose business address is 1000 Throckmorton,
Forf Worth, Texas 76102, acting by and tku'ough Charles Boswell, its duly authorized Assisiant
City Manager,- and the Arts Council of Fort Worth and Tarrant Caunty (flie "Arts Council"), a
Texas noi-for-profit corpora.iion, acting by and through Flora .Maria Garcia, its duly au�horized
President.
In considera�ion of the mutual coven�nts, promises and obligations contained herein, the
parties agree as follows:
1. FC7NDING AND SC�PE OF SERV'�CES.
(a) Pursuant io V.T.C.A., Ta� Code Chapter 351 and the Co�e o� the City af Fort
VVortb. {"City Code"} § 32-17, the City agrees to pay Arts Council during the fezm of this
Agree�nent twelve monthly installments, which will not exceed t,�ie sutn of 4ne Hundred Four
Thousand Five Hundred Dollaxs ($1�4,500) from revenue generaied by the City's hotel
occupaney tax.
(b) In return, Arts Council will promote artistic �nd cultural activities ta help �he City
pramote tourism and the convention and hotel i.ndustries. Arts Council agrees that expenditures
of any fitnds received here�nder shall be for purposes �iat fully comply wiih the requi:rement of
V.T.C.A., Tax Code § 35l .101. In perfoi-mance oF saich services, Aarts Coun�il commits io
�neei serv�ce performance crite�ria as set out in E�hibit A aitacbed hereto �d i�earporated
�er�in for all purposes incidenf to this contrae�.
�. TERM OF AGREEMENT AND TERMINATYON.
(a) This agreEn2ent shall commence on October 1, 20Q2, and end on September 30,
2003. The City may terminate this agreement for cause by giving Arts Counci� written notice not
less than �h.irty (30) days prior to the effective date of such terinination. ,
(b) If the City exercises its right to terminate this agreement prior to its expiratiori,
Arts Council's obligations to the City under this agreement shall continue untiZ the date sueh
termination actually takes effec�. On the date of termination or encurribered by Coniract, Arts
Council shall reimburse to the City all funds it has receai�ed, but not oti�a��;����.�-�der
this Agreement. : �; ,, , � � :;. ,�. a!' '
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(c ) In the event that no funds or insufficient funds are a�,�,l��,��aied by City in any
fiscal periad for any payments due hereunder, City will notify Arts Council of such occuzxence
and il�is Cantract shall term�nate on �lie last day of the fiscal period fox r�hich appxopriations
were received without pe�alty or e�pense to City of any �ind w}�atsoevex, except as to the
portions of the paytnen.is herein agreed upon �o;r which fund� shall have been appxopriated.
3. PERFORMANCE.
(a} In a.ccardance with V.T.C.A., Tax Code § 351.1�1(fl, Arts Council agr�es that t�e
funds received hereunder rnay be used 'for day -to-day operations, supplies, salarzes, office rental,
travel expenses, and other admu�is�rative costs only if those adrninistrative expenses are incurred
directly in �kae promotion and servicing expenditures authorized under Tax Code § 351.101(a).
(b) Arfs Council further agrees that it will maintain all funds received hereunder in a
separate account, Aris Counczi sha11 not commingle such funds with any other funds or maantain
such funds in any other aceounts. �n adclition, Arts GounciY s expendifiure of such funds shall
strictly be in accordanc� with its Budget, attached as Exhibit A and ixacorpora�ed herezn by
reference for all purposes. Arts Council understands and agrees that upan the acceptanoe of
fuzads herewa.der, a fiduciary duty is created with respect to the expenc�iiure af such funds.
(c} Arts Council sha.lZ submit qu�rterly financial reports to the City that reflect all
receip�s and disbursements a� funds received pursuant ta this agreemen�. In addition, wifi�in
ii�irty (30) days following the end o� the Czty's fiscal year, Arts Council shall submit to ihe City
an annua.l fin�.ncial r�port that reflects a1.1 receipts and disbursements of such funds received
during the term of this Agreement and that sets forth all a�her material infonna�ion pertaining to
the financial activities and financial condition oithe Arts Cauncil,
(d) Arts Council shall su�mit quarterly service per�ormanc� reparts ta t�e Giiy
that re�ect se�-vices and actfvitYes undertaken by A�-ts Council in per%rma�ce o� this
contrae�. Each report wilI be sign�d b}7 a ciuly authorized agent of Arts CannciL In
addinon, within thi�rly (30) d��s foilowing the �nd of ihe City's ��cal yea�•, Arts CouneiI
shall submit ta �e City an an�uaI service perform�nce report tbat reflect all servfces and
activities undertal�en by Ar�s Council in performan.cc of this contract. .
{e) At any time duriug the term of t1�is agreement, the City shall have the right to
authorize a� audit of Arts Council's records as they pertain to its receipi and expanditure of funds
here:undar. Such audits shall be prepared at the City's expense. However, if any such audit
revea�s material discrepancies in fi1�e Arts Council's records, Arts Coun.c�1 agrees that it shall
xeimbu�rse the City for the ful� costs of such audii.
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4. SOND HOLDER RIGHTS.
The City's obligaiians and Arts Council's rights undar this Agreemeni shall be .
subordinate to and limiied by the terms and condition� of all subsequent City ordinances which
authorize the issuance a� bonds whose payment is pledged upon the City's hotel occupancy ta�.
Arts Council agrees and undcrstands that rights of thhe holders of any such revenue bonds shall be
superior in all respects to the rights of Arts Council. However, th� City, to the extent practicable,
shall give Arts Council as much prior notice as reasonably �ossible of the City's intent to issue
such bonds.
5. INDEPENDENT CONTRACTOR.
it is expr�ssly understood arid ag,�reed tb.at Arts Council shall operate as an independent
contractor as to all services and obligations performed hereunder, � and �ot as an agent,
representative or employee of the City. Arts Council shall have th� exclusive right to control the
detai�s o�i�s operations and activiiies and shall be solely responsible for the acts and amissions of
its boards, offcers, agents, servants, employees, contractors, subcontractors and members. The
Arts Councii ackr�owledges that the doctrine oF respandeat superiaY sha.11 not a�ply between the
Ciiy and Arts Council its baaxds, a�ficers, agents, servants, employees, contractors,
subcontractors and members. Arts Council further agrees thai notb.ing herein sha11 be construed
as the crea�ion of a pat-t��ership or joint enterpris� between the City and Arts Coux�czl.
6. INDEMNT� ICATION.
(a.) AR.TS COUNCIL HEREBY ASS�UME5 ALL LIASTLITY AND
RESP�NSiS�L,�TY FOR PROPERTY LOSS, PROPERTY DAMAGE ANDIOR
PERSQNAL �NJURY OF ANY HIND, INCLUDING DEATH, TO ANY AND ALL
PERSQNS, ARISING �UT OF OR IN CONNEC'TION W1TH TAE RECEIPT OR
E�PENDITURE OF CITY FUNDS QR THE PROVISION OF ANY SERVICES
HERE'UNDER. ARTS COLTI�TCIL COVENANTS AND AGREES TO, AND DOES
HEREBY, TNDEIi�IN1FY AIYD HOLD HARMI.�ESS AND DEFEND THE CYTY, YTS
OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FR.OM �ND AGAINST A1�IY
AND ALL CL�MS OR LAWSUYTS FOR EITHER PROPERTY DANIAGE OR LOS�
A1�TDIOR PER.�ONAL �IYJURY OF ANY HIND, INCLUDTI�TG DEATH, TO ANY AND
ALL PERSONS, ARISING OUT OF UR IN CONNECTIDN WYTH THE RECETPT OR
EXPENDTTURE OF CITY FUNDS OR THE PROVISION OF ANY SERVICES
HEREUNDER.
(b} ART5 COUNCIL AGREES THAT YT' HAS NAMED OR WILL NAME
THE CITY OF FORT WORTH AS Al�I ADDITIONAL INSURED ON AI�L OF ARTS
COUI�CYL'S INSURANCE POLICIES PERTTNENT TO t�.NY PROGRAMS,
ACT�VIT�ES OR OPERATI�NS FUNDED HEREUNDER. ARTS COUNC�L SHALL
SUBMIT TO CITY CERTIFICATES �F SUCH INSURAN�E.
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'i. A55YGNMENT.
The Arts Cottnci.l shall not assign, sell, convey o� tz-ansfer ifs interest under this
agreemer�t. Any such att�mpted assignnien� of same shall be null and void.
S. GOVE NTAL POWERS.
It is u.nderstaod and agreed that by execution of this contraci, the City does nofi waive or
surrender any of its gov�rnmental powers.
9. NO WAIVER
The fa.ilure of the City to it�ist upon the performance of any term or pro�ision of this
agreement t�x to exercise any righf granted herein shall not constitute a waiver of the City's right
to insist upan appropriate performmance or to assert any such right an aa�.y future occasion.
10. VEI�TUE.
Should any action, whether real or asserted, at law or ix� equity, arise out of the terms of
this cantra.ct, venue for said activn shall be in Tarrant County, Texas.
11. SEVERABILITY.
7f any provision of this agreern�nt shall be held to be invalid, illegal ar unenfozceable, the
validity,legality anc� enforceability of the remaining provision shall no� in any way be a:fffected or
irnpaired. .
12. ENTLRETY 4F AGREEME1�iT.
Th�.s writ�en insfrument, including any documents incorporated herein by reference,
contains the en�€re understazad.zng and agreement between the City and Arts Council as to the
matter� herein conta.ined. Any prior or conteznporaneous nxal or written a�eemeni is hereby
declared n�ll arid void to the ext�nt in conflict wit� this Agreement. � This Agreement sha.11 not be
amended unless agreed to in writing by both parties and approved by the City Council o� the
C1�'.
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IN'WYTNESS WHEREOF, xhe parkies hereta have executed this agreement in multiples
to becoxx�e e£fective for the stated term upon th� filing with and assignment of a canfract number
by �e City Secretazy'� Office of the City of Fort Worth, Texas, this day of
j .. � .. �,. , � ,A.D. 2002.
C�� �����i _� _ . � : .
By: U�- �
Char�es Boswell
Assistant City Manager
ATT��: �
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BY: �� � ,
City �ecr�tary.• `
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� ARTS COUNCIII �F FORT W�RTH
AND TARRANT COUNTY ,
By: �
F1ora Maria �arcia
President
APPROVED AS TO FORM AND LEGALITY:
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A5S15� City Attorney
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�TATE 4F TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the t�ndersigned authority, a Notary Public in and for the State of Texas,
on this day parsona.11y appeaxed Flora Maria Garcia, known to rn� to be the persan whose name is
subscribed to the foregoing :'tz�si-xumeni, and acknowledged to me that the sarna was �he act of the
Arts Cotancil of Fort Worth and Tarrant County, and that she exeeuted the same as the act of the
Arts Council of Fort Worth and Tarrant County, for the purposes and considaration therein
expressed and in the capacity therein stated.
NEN BR MY HAND
002.
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� ,��4:;$;,4 � 1 GAfi��,YN �. ��CYN(3LD3
, ���'�� �c � Notary Public, State of �'exas ,
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AND EAL OF O CE this �''da of
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, �r.t,a�� �
Notary Public in aud for t� ta�e of Texas
STATE UF 'I`EXAS §
C�UNTY OF TARRANT §
BEFORE ME, the undersigned authority, a Notary Public in and for the Staie of Texas,
on this ciay personally appeared Charles Boswell, known to me to be the person whose nama is
sn%scribec� to f,he %regoing instrument, and ackna�wledged to me that the sazne was the act of ihe
City of Fort Worth and that he executed the same as the aci of saad City of Fort Wvrth for the
purposes aa�d consideration therein �xpressed and in the capacity therein stated.
GTVEN UNDER MI' HAND AND SEAL OF OFFICE this /r� � day of
�/ , 2002.
��'��c. ,��-�
Notary Public in and for the State of Texas
zo���P�� ROSELLA BARI�ES . .
������ NOTARY PUHLIC
y��,� �� � Sta#e of Texas
+�?���'�Comm. Exp. 03-31-2005
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C'ity of `�'o�t T�o��h9 Texas
Iv�a�or ��nd Cou�c�l Gor�r�u��c�-�io�
I�ATE REF�RENCE N[JMBER LOG f�AME PAGE
1 Q129102 *�C�193'I 6 I . 02ART5 � af ��
I SUBJECT CONTRACT W1TH THE A.��� �Ji��1CIL OF �ORT WQRTH AND TARRANT CDUNTY J
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to execute a contracfi with the
Arts Council of Fort Wo�th and Tarrant Caunty for $�04,500 to begin Ocfiober 1, �002, and expire
September 30, 2003. '
DISCUSSI�N:
Funds for the Arts Council a# Fort Worth and Tarrant County are appropriated by the �ity from a portion
of the HotellMotel Occupancy Tax receipts.
The Arts Council of Fort Worth and Tarrant Co�nty, fihrough its Arts Grant Program, provides financial
assistance to nonprofit organizatio�s in Fo�t Worth for projects that enhance the cultural and artisfic ii�e
of the community. All grant review panefs shall ir�clude one representative of fhe City Manager's Office.
FISCAL INFORMATIONICERTIFICATION:
The Fir�ance Director certifies that funds are a�ailable in the current operating budget, as a�propria#ed,
of the Culture and Taurism Fund.
CB:k
Submitted for City Manager's
Office by:
Charles Boswell
Originatin� Department Head:
I FUND I ACCOiTNT j CEN'i'ER
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6183
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G 1$3 {from}
GG04 539120 0242000
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6183 I
AMOUN�'
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$104,50Q.00
CITY S�CRETARY
Charles Boswell
Additional Information Cantact:
Chartes BasweEl
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EIPPROVED L0/29/02