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HomeMy WebLinkAbout065189 - General - Contract - Performing Arts Fort Worth, Inc.CSC No. 65189 MEMORANDUM OF UNDERSTANDING AND AGREEMENT BETWEEN THE CITY OF FORT WORTH 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") 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 PAFWs may be referred to herein individually as a "Parry" 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. Library'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 The term of this Agreement is for one (1) year, beginning on the date that this Agreement is executed by the City's Assistant City Manager ("Effective Date"), unless terminated earlier in accordance with this Agreement. City will have the option, in its sole discretion, to renew this Agreement under the same terms and conditions, for unlimited renewal option(s) (each a "Renewal Term"). OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Memorandum of Understanding PERFORMING ARTS FORT WORTH, INC Page 1 of 6 III. OBLIGATIONS 1. PAFW will provide designated representatives to assist in the coordination of the partnership. 2. PAFW will give the FWPL the opportunity to set up library information tables supporting up to seven events at their Venue. Events, dates and times will be agreed upon by both parties. 3. PAFW will provide one set of two complimentary tickets for at least one performance to be given to a FWPL library card holder. More tickets may be offered at the discretion of PAFW. 4. PAFW will offer a discount code on printed promotional items, including one poster at each FWPL location for up to seven events. Events and dates will be agreed upon by both parties. Promotional items will be supplied by PAFW. 5. PAFW will host up to three FWPL programs at their Venue free of charge. Program theme, dates and times will be agreed upon by both parties. 6. PAFW will support up to three FWPL programs at designated library locations, promoting designated events. Support may include but not limited to giveaways, marketing and other material supporting the theme of the program. 7. PAFW will include up to two playbill advertisements promoting FWPL free of cost. The advertisements will be at the discretion of both parties and dependent on playbill space availability. 8. PAFW will promote partnership, FWPL programs, and related opportunities via PAFW marketing channels, including social media. Memorandum of Understanding PERFORMING ARTS FORT WORTH, INC Page 2 of 6 9. FWPL will provide designated representatives to assist in the coordination of the partnership. 10. FWPL will set up library information tables at PAFW Venue at up to seven events. Events, dates and times will be agreed upon by both parties. 11. FWPL will include PAFW discount code promotional items and one poster at each library location for up to seven events. Events and dates will be agreed upon by both parties. Promotional items will be provided by PAFW. 12. FWPL will provide up to three FWPL programs at the PAFW Venue free of charge. Program theme, dates and times will be agreed upon by both parties. 13. FWPL will host up to three FWPL programs at designated library locations in alignment with PAFW events. Programs will be supported by PAFW. 14. FWPL will provide the advertisements to be included in up to two playbills, at the discretion of both parties and dependent on playbill space availability. 15. FWPL will promote partnership, programs, and related opportunities via FWPL marketing channels. FWPL will create a landing page on its website linking to PAFW's website and social media. 16. FWPL will create a themed booklist for up to seven PAFW events. IV. TERMINATION Memorandum may be terminated by either Party without cause with thirty (30) days written notice. V. 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, Memorandum of Understanding PERFORMING ARTS FORT WORTH, INC Page 3 of 6 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 City of Fort Worth Library Director 100 Fort Worth Trail Fort Worth, Texas 76102 With copy to: Assistant City Attorney 100 Fort Worth Trail Fort Worth, Texas 76102 PERFORMING ARTS FORT WORTH Taylor Woods 330 East 4th Street Fort Worth, TX 76102 PAFW and City agree to notify the other Party of any change in address. VI. GOVERNING LAW/VENUE 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. VII. 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. VIII. SOVEREIGN IMMUNITY Nothing herein constitutes a waiver of City's sovereign immunity. Memorandum of Understanding PERFORMING ARTS FORT WORTH, INC Page 4 of 6 IX. 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. X. 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 thereafter. It is expressly understood that no money is being exchanged as part of this Memorandum. XI. 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 signatory and he or 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 PERFORMING ARTS FORT WORTH, INC Page 5 of 6 IN WITNESS WHEREOF, the parties hereto have executed this Memorandum in multiples. CITY: tam 8�YA^U&-ff By: Dana Burghdoff (May 1 , 2026 23:22F20 CDT) Dana Burghdoff Assistant City Manager 05/12/2026 Date: For City of Fort Worth internal processes: APPROVAL RECOMMENDED: _Jz- Midori Clark (May 11, 2026 15:58:14 CDT) Midori Clark Library Director APPROVED AS TO FORM AND LEGALITY: to Tayler Canton Assistant City Attorney CONTRACT AUTHORIZATION: M&C: N/A FORM 1295: N/A Memorandum of Understanding PERFORMING ARTS FORT WORTH, INC PERFORMING ATYS FORT WORTH, INC.: Taylor Woods Director of Education & Community Engagement Date: 05/11 /2026 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. 0X tt� 0� By: April Jacquez (May 8, 2026 11:10:58 CDT) April Jacquez-Cobian Sr. Contract Compliance Specialist ATTEST: 4FO4no nIl pOF ooRT IIII ii o°�" `YO9.Id0 IIIIIlR�TEXAgo4 nna o By: Jannette Goodall City Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Page 6 of 6 FORT WORTH, City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: Performing Arts Fort Worth, Inc Subject of the Agreement: Partnership with Performing Arts Fort Worth, Inc. (Bass Hall) M&C Approved by the Council? * Yes ❑ No 8 If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes ❑ No 8 If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes ❑ No 8 If unsure, see back page for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No ® If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: ACM signature date If different from the approval date. Expiration Date: 1 year after ACM signature date If applicable. Is a 1295 Form required? * Yes ❑ No *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes 8 No ❑ Contracts need to be routed for CSO processing in the following order: 1. Katherine Cenicola (Approver) 2. Jannette S. Goodall (Signer) 3. Allison Tidwell (Form Filler) *Indicates the information is required and if the information is not provided, the contract will be returned to the department.