HomeMy WebLinkAbout19143 ORD - 12/31/1985•
AN ORDINANCE
AUTHORIZING THE EXECUTION OF A FIVE-YEAR LEASE WITH THE
CORPUS CHRISTI ART FOUNDATION CONCERNING THE ART MUSEUM
OF SOUTH TEXAS BUILDING.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. That the City Manager is hereby authorized to execute
a five-year lease of the Art Museum of South Texas Building to the Corpus
Christi Art Foundation, all as more fully set forth in the lease agreement,
a substantial copy of which is attached hereto and made a part hereof, marked
Exhibit "A".
19143 MICROFILMED
• •
LEASE AGREEMENT
THE STATE OF TEXAS
COUNTY OF NUECES
The City of Corpus Christi, a municipal corporation,
hereinafter called "City", having received conveyance of a
building for a Public Art Museum from the Corpus Christi Art
Foundation, and said Foundation having operated the Art Museum of
South Texas under an original lease dated February 18, 1970 and
amended March 19, 1973, and a subsequent lease dated October 2,
1979, for the public, and with suitable programs and functions,
does hereby lease and let unto Corpus Christi Art Foundation, a
nonprofit Texas corporation, hereinafter called "Foundation", for
the period of time and under the terms hereinafter set forth:
I.
This agreement covers the building located in the Bayfront
Arts and Science Park known as the Art Museum of South Texas.
II.
Whenever used in this agreement, the following terms shall
have the meanings ascribed to them as set forth in this
paragraph, to—wit:
A. Foundation shall mean the Corpus Christi Art
Foundation, a nonprofit Texas Corporation.
B. City shall mean the City of Corpus Christi, a
municipal corporation.
C. City Council shall mean the City Council of the
City of Corpus Christi.
D. City Manager shall mean the City Manager of the
City of Corpus Christi.
E. Museum shall mean the Art Museum of South Texas
and its successor.
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As consideration for performance by the Foundation, in
compliance with the covenants and agreements hereinafter set
forth regarding the providing of functions, programs and events
within the Museum by or under the auspices of the Foundation, the
City hereby covenants and agrees to provide certain services
and/or funds of the nature and in the manner as hereinafter set
forth and to permit the Foundation to use the Museum in
accordance with the terms and conditions of this contract and any
extensions, renewals or additions thereof; and as consideration
for the use of the Museum and the providing of said services
and/or funds by the City, the Foundation hereby covenants and
agrees to operate and manage the Museum in accordance with the
terms and conditions of this contract and to provide or authorize
and supervise the providing of functions, programs and events
therein involving art activities, art education, and similar
cultural functions in the manner as hereinafter set forth.
IV.
A. The City agrees to provide and pay the cost of fire and
extended coverage insurance on the structure of the building as
part of the City's self-insurance program. These services will
be provided by the City and paid for directly by the City.
B. City will pay to Foundation an agreed maximum sum each
fiscal year toward the cost of providing janitorial services,
interior and exterior maintenance services, utility services
(including electricity, water, sewage collection, gas and garbage
collection, but excluding telephone); security services; fire and
extended insurance coverage on the building and improvements.
Maintenance services will be limited to the care and upkeep of
the premises and the area surrounding the Museum, the operation
and maintenance of ventilation system, including both heating and
cooling facilities; the maintenance of mechanical and electrical
equipment which is a part of the Museum; and the maintenance of
the physical structure of the Museum. Security services and
janitorial services shall include labor, equipment and supplies
needed to provide said services.
C. The amount to be paid by the City to the Foundation shall
be as adopted by the City Council in the approved City fiscal
year budget. When the City has paid the budgeted amount for the
above services and expenditures, it shall have no other
obligation to the Foundation for maintenance, utilities,
insurance, custodial, or security expenditures except
expenditures for maintenance of the grounds beyond the outside
walls for which the City shall be directly responsible. The City
will not reimburse the Foundation should it incur expenditures
for outside ground maintenance without prior approval of City.
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D. The Foundation shall submit annually its budget request,
according to the City's regular budget procedure. The request
will be subject to the usual review and appropriation process.
The Foundation will submit requests for payment monthly in the
amount of one -twelfth of the annual budget and City shall pay
such requested amounts until the total appropriation for payment
to the Foundation for the particular fiscal year has been
expended. Each such request for reimbursement shall be approved
by an officer of the Foundation or an employee authorized in
writing by the Foundation to submit such requests.
E. The City Council may, at its discretion, provide
additional funds to assist in the carrying out of functions,
programs, and events within the Museum by or under the
authorization of the Foundation in accordance with the spirit and
terms of this contract.
V.
Any furnishings and special equipment in the building,
including but hot limited to display lighting, which furnishings
and equipment are used in functions, programs, and events in the
Museum shall, at the discretion of the Foundation, be provided by
the Foundation or by other private sources approved by the
Foundation, and same shall be maintained by or under the
authorization and direction of the Foundation in a manner
satisfactory to the City. The Foundation shall have the right to
remove from the Museum, or to authorize and direct the removal
of, all personal property not belonging to or under the custody,
care, or control of the City unless such personal property is
attached to the Museum in such manner that the removal of same
would damage the building, in which latter event said attached
personal property shall become the property of the City and shall
not be removed from the Museum by or under the authorization and
direction of the Foundation except with written consent of City
Manager. All personal property which shall become a part of the
Museum, and therefore the property of the City in the manner
described in the preceding sentence, and all personal property of
any nature, regardless of ownership which is or may be placed in
the Museum temporarily or permanently and which is not maintained
by the City in accordance with Paragraph IV hereof, shall be
maintained by or under the authorization and direction of the
Foundation in a manner satisfactory to the City. No property
owned by or under the care, custody, control of the City shall be
sold or otherwise disposed of by or under the authorization or
direction of the Foundation.
Neither the making of any structural alterations to the
Museum, the construction of additions to the Museum nor the
construction of additional buildings on City property shall be
done by or under the authorization or direction of the Foundation
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without the prior written approval of the City Council.
VI.
The Foundation agrees to operate the Museum for the benefit
of the general public and agrees that the general functions,
programs, and events held, conducted and/or presented therein by
or under the authorization of the Foundation shall be open and
available for the attendance of and/or participation by the
general public. The Foundation welcomes the participation and
support of the general public and stipulates that any and all
law-abiding residents of South Texas are eligible for
membership.
In operating the Museum, the Foundation shall have complete
control over the planning, execution and presentation of all
functions, programs, and events.
Functions, programs, and events exclusively for members of
the Foundation and/or for members of similar cultural
organizations may be held, conducted or presented in the Museum
by or under the authorization of the Foundation only at such
times and only in such manner as not to interfere with the
operation of the building for the benefit of the public during
normal opening hours.
VII.
The facilities of the Museum may be used by the City for
meetings and similar functions and without payment therefor to
Foundation provided such meetings and functions do not conflict
with prior commitments made by the Foundation under and in
accordance with this contract. In addition, it is, of course,
understood that qualified City officials or employees shall have
the right to enter, examine, and inspect all portions of the
Museum at all reasonable times. As used in the preceding
sentence, the term "qualified City officials or employees" shall
mean the Mayor and other members of the City Council, the City
Manager, and other City officials or employees as may be
authorized by the City Council or the City Manager.
VIII.
The Foundation shall have the right to authorize
individuals, groups of individuals, or organizations to use
portions of the Museum for a purpose or purposes for which the
Foundation is herein authorized to use the Museum, including the
use of portions of the Museum for office purposes. All of said
use by said individuals or organizations shall.be subject to and
in accordance with the spirit and terms of this contract and
shall be under the direction and supervision of the Foundation.
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The Foundation shall not enter for longer than ninety (90) days
into any written contract or agreement, including any concession
contract or agreement, regarding the operation or use of the
Museum without the prior written consent of the City Manager or
City Council. In the ordinary course of providing or authorizing
functions, programs, and events under and in accordance with this
contract the Foundation may, without the prior consent thereto of
the City Council, enter into written contracts and agreements of
a routine nature and of less than 90 days duration, with such
contracts and agreements being in accordance with and subject to
the terms and provisions of this contract. For all purposes
incident to the obligations, covenants and agreements of the
Foundation contained in this contract, use of the Museum by said
individuals, groups of individuals or organizations under the
authorization, supervision, and direction of the Foundation shall
be deemed to be the use of the Museum by the Foundation.
Ix.
The Foundation hereby binds and obligates itself to comply
with all local, state and federal rules, ordinances, laws,
regulations, and the provisions of the Charter of the City in the
operation and management of the Museum and in all functions,
programs and events held, conducted or presented in the Museum.
In addition, the Foundation agrees to require all individuals,
groups of individuals, and organizations using the Museum in
accordance with Paragraph VIII hereof to comply with all local,
state and federal rules, ordinances, laws, regulations and the
provisions of the Charter of the City in using the Museum and in
holding, conducting, or presenting functions, programs and events
therein.
X.
The Foundation shall carry with an insurance company or
companies satisfactory to the City a comprehensive general
liability insurance policy covering bodily injury and property
damage in reasonable amounts as approved by the City. Said policy
shall be so written as to name the City as additional insured.
The Foundation shall also adequately insure all property,
excluding the building, for which it is custodian or trustee so
as to protect itself from claims which might arise from the loss,
damage to, or destruction of said property.
xI.
The Foundation hereby covenants and agrees to assume all
risks of whatsoever kind or character incident to or arising out
of the use, occupancy, or management and operation of the Museum
by the Foundation under this contract and does hereby covenant
and agree to defend, indemnify, and hold harmless the City, its
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agents, officers, servants, and employees, from and against any
and all suits, claims for damages, or injuries to persons or
property, whether real or asserted, arising out of both bodily
injury accidents and property damage accidents to the public,
invitees, or guests or resulting, directly or indirectly, from
the use and occupancy of the Museum by or under the authorization
of the Foundation. The Foundation covenants and agrees not to
assert against the City any immunity or exemption (statutory or
otherwise) from and against liability for damage or injury to
property or persons. and the Foundation hereby expressly waives
any such right to plead or otherwise set up defensively such
immunity or exemption as against the City.
XII.
The Foundation covenants and agrees that during the life of
this contract it shall procure and maintain in effect individual
fidelity bonds to indemnify the City against loss resulting from
misfeasance or nonfeasance of each officer, member and/or
employee of the Foundation who receives, handles and/or disburses
money in any form and in any manner for or on behalf of the
Foundation, such bonds being subject to the approval of the City
as to term and conditions, amounts of coverage, and company from
which purchases.
XIII.
The Foundation agrees to keep and maintain, in a manner
recommended by a C.P.A., acceptable to the City adequate books
and records showing its receipts and disbursements. In addition,
the Foundation agrees to have an audit and report thereof of such
books and records made each year by an auditor who is independent
of the management or board of the Foundation but who may be a
member of the Foundation, and to furnish the City Department of
Finance with a copy of the report of such audit each year,
certified as to truth and accuracy by the auditor making same.
Such audit report shall include, but not be limited to, a balance
sheet and a complete statement of receipts and disbursements for
the preceding year.
XIV.
The Foundation may make or authorize the making of
reasonable admission, attendance, or -tuition charges for
attendance at and/or participation of the Foundation in the
Museum, and may make reasonable charges to individuals, groups of
individuals or organizations for their use of the Museum. Also,
the Foundation may make or authorize the making of reasonable
charges for any items sold at the Museum ih connection with
activities therein. The admissions, dues, rentals, and other
charges referred to in this Paragraph XIV shall be deemed to be
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reasonable so long as they are within the range of charges made
by other similar Museums located in Texas for similar purposes
and apply to all individuals or groups without discrimination. A
schedule of such charges shall be approved by the Foundation,
available to the public on request. Such funds as may be
realized by the Foundation from charges made in accordance with
this Paragraph shall be used by the Foundation in the operation,
development, and management of the Museum and its resources.
XV.
It is further understood and agreed by and between the
parties hereto that this contract shall be binding upon the
successors and assigns of the parties hereto, but no assignment
by the Foundation shall be valid without the prior written
approval of the City Council.
XVI.
In case of any breach by the Foundation, or by an
individual, groups of individuals, or organizations acting under
the authorization of the Foundation of any of the obligations,
covenants, or agreements contained in this contract, the City
Council shall have the right to terminate this contract and
agreement at any time after it shall have given the President of
the Foundation written notice of its intent to terminate and
allowed at least forty-five (45) days following the giving of
such notice of the situation causing such notice to be given to
be corrected. It is provided, however, that the City Council
shall have the right to terminate this contract and agreement
immediately upon a finding by it of the termination of the
corporate existence, or the bankruptcy or the insolvency of the
Foundation. The Foundation covenants and agrees that upon the
termination of this contract for any reason, including the
expiration of the term hereof, (i) the Foundation, its officers,
agents, servants, and employees shall immediately quit and vacate
the premises of the Museum; (ii) the Foundation shall cause those
individuals, groups of individuals or organizations who may be
using the Museum under the authorization of the Foundation to
quit and vacate the premises of the Museum; and (iii) the
Foundation shall remove or cause to be removed from the Museum
all personal property not belonging to or under the care,
custody, and control of the City, excepting such personal
property as may have become a part of the Museum in accordance
with Paragraph V hereof. The Foundation hereby expressly waives
any right to contest or in any way defend against the right of
the City, upon such termination or expiration of this contract
and agreement, to require the Foundation to comply with the
covenant and agreement in the preceding sentence hereof.
XVII.
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This contract contains all of the provisions agreed upon by
the parties hereto and displaces all previous verbal or oral
agreements. This contract shall be construed as a contract
concerning a gift to the City of Corpus Christi, and all of the
real property improvements shall be the property of the City
except where herein specifically excluded. City Council agrees
that during the period this lease is in force it will, upon
request of the Foundation, submit for approval of the voters of
the City on the same day that other elections are scheduled, a
lease containing similar terms and conditions as those herein set
forth for a period of thirty (30) years.
XVIII.
This lease shall be for a term of five (5) years, beginning
March 1,. 1986, and expiring February 28, 1991.
This contract is executed in duplicate originals at Corpus
Christi, this the day of
ATTEST: CITY OF CORPUS CHRISTI
City Secretary
APPROVED:
DAY OF
, 1985
By:
Assistant City Attorney
BY:
Edward A. Martin, City Manager —
Assistant City Manager
ATTEST: CORPUS CHRISTI ART FOUNDATION
Secretary
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BY:
That the foregoing ordinance s, read for
second reading on this the pday of
following vote:
Luther Jones
Dr. Jack Best
David Berlanga, Sr.
Leo Guerrero
e firs/ t
Joe McComb
Frank Mendez
Bill Pruet
Mary Pat Slavik
Linda Strong
•
andssed to its
, 196,- , by the
That the foregoing
oingordinancenwa4 read for secon time and assed to its
19
third readingd
on this the -dr day of ( Ar , by the
following vote:
Luther Jones
Dr. Jack Best
David Berlanga, Sr.
Leo Guerrero
Joe McComb
Frank Mendez
Bill Pruet
Mary Pat Slavik
Linda Strong
That the foregoing ordinan as red for the third time and passed finally
on this thea/2+ day of ,(,�/�y 19 PS, by the following vote:
Luther Jones
Dr. Jack Best
David Berlanga, Sr.
Leo Guerrero
PASSED AND APPROVED, this the
ATTEST:
Joe McComb
Frank Mendez
Bill Pruet
Mary Pat Slavik
Linda Strong
day of
,198
C t y Secreta-�`y MAYOR _
����JJJJ THE C OF CORPUS CHRISTI, TEXAS
APPROVED:
24ADAY OF Ayov�.. b� 19 SS
19143
PUBLISHER'S AFFIDAVIT An ##L#) 31308
CITY OF C.C./CITY SECRETARY
STATE OF TEXAS, L .
County' of Nueces. J -
Before me, the underaigoed, a Notary Public. Ibis day peisouafy romp
MARGARET RAMAGE who
being Bret duly sworn, according to law. says that he is the
COMMUNITY RELATIONS SUPERVISOR of the Corpus Christi Caller and The Corpus Christi Time$,
Daily Newspapers published at Corpus Christi, Texas,, in said County and State, and that the publication of
NOTICE OF PASSAGE OF ORDINANCE ON SECOND READING
of which the annexed is a true copy, was pnhliahed in Caller -Times Pub. CO.
on the 9th
day of. DGembez
199...., and once pni4 riay thereafter for ons
consecutive _ da
ONE Mmes.
27.60 MARGARET RAMAGE
Subscribed and sworn to before me this 10th
EUGENIA S. CORTEZ 6-30-89
�ag101112
^1 CFC 1985 00 , . 04,
-�..w.aa,a9,erAin.-
11C1 -NOTICE OF PASSAGE OF OR-
S OINANCE ON - SECOND
9 READING
Jf AUTHORIZING THE EXECU-
te TION OF A 'NE -YEAR LEASE
WITH THE CORPUS CHRISTI
ART FOUNDATION CON-
CERNING TIC ART MUSEUM
OF SOUTH'EXAS BUILDING:
WITH THE CITY TO PROVIDE
_
IB CERTAIN SERVICES AND/OR
FUNDS AS SET FORTH IN
THE AGREEMENT.
r. Was passed and approved
• on second reading by the City_
• Council of the City of Corpus
Christi. Texas on the 3rd day
of December, 1985 and 15.
A
full text of said ordinance is
available to the public in the ,
Office of the City Secretary. 11
/a/ Armando Chapa
Cay Secretary
Corpus Christi, Texas
PUBLISHER'S AFFIDAVIT 8IT448§9C.C.
CITY SECRETARY
STATE OF TEXAS, t,:
County of Nneces. f
Before me, the undersigned, a Notary Public, this day personally came
MARGARET RAMAGE
who being fust duly sworn, according to law. says that he is the
COMMUNITY RELATIONS SUPERVISOR of the Corpus Christi Caller and The Corpus Christi Times,
Daily Newspapers published at Corpus Christi, Texas, in said County and State, and that the publication of
NOTICE OF PASSAGE OF ORDINANCE ON FIRST READING
of which the annexed is a true copy, was published in Caller -Times Pub. Co.
2nd December 85 day
on the day of 19._.., and once each_ thereafter for...--____
one
consecutive_ day
ONE _Times
27.60 MARGARET RAMAGE
Subscribed and sworn to before me this__3rd
EDNA KOSTER 11-30-88
Notary Public, Nei County``1'exas
67897
/3N
M DEC 1985
tA�
NOTICE. Of
PASSAGE OF ()ROWAN 1
ON FIRST RFAIIIf:3
I
LJTEIORIZING 1' HC ,EXE+�ION OF'A' FIVE YEARLEASE-
WITH'. THE CORPUS CHRISTI'SRT FOUNDATION CON-
ERNING Ti -1C 'ARI MUSEUM
F SOUTH TFXAS BUILDINGG,,,,WITH TILE CITY 1O PROV105tERTAIN SERVICES ANDRDR'UNDS AS SET FOP,TH. IlHE AGREEMENT,
Was passed on Eret readg by thn City Council,of the
ity of Corpus Christi, Texos
n the 28th day of November,
985. The full text of saidrdinance is avellable to the,ublic in the Office of the City 1
I Secretary. I
/5/ Armando Chelan i
City Secretary
Cerpu, Cim,u, 5,1i,
NOT - _ _ . f