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HomeMy WebLinkAboutC2005-327 - 1/11/2005 - ApprovedPage 1 of 8 AGREEMENT BETWEEN THE CITY OF CORPIJ~ CHRISTI AND [~;J.~IAR CO~ I ~=GE~AN¢~= i=N$;:MRi..., ..-'t,.~,,i~[.RE~) (AR'r8 AND CULTURAL CO~MIESlON- HOTEL OCCUPANCY TAX REVENUE RECIPIENT AGREEMEHT) KNOW ALL BY THESE PRESENTS: This Hotel Occupancy Tax Revenue Reclplent ,Agreement ("Agreement') is made and entered Into by and between the City of Corpus Christi, a Texas horrm-rule municipal corporation ("City'), acting through its dj~ly authorized City Manager or his designee (~Clty Manager'), and Delmar Colleoe~3ance I=nsemt:~i)('R~lplent'), a Texas non- profit corporation, qualified as a 501(c)(3) organ~. ~er ~ U.S.C. Section 501(cX3). Whereas. the City has allocated $919 In Hotel Occupancy Tax revenue ('Grant funds') to enable Recipient to pedorm those activities described In Exhibit =A' ('Activities'), a copy of which Is attached to this Agreement and incorporated by re;erence; Whereas. City desires to encourage and fund actlvltJes that promote the arts and in doing so serve to promote tourism and the conventton and I'~k~ Indu~by within the City of Corpus Christi, In accordarx:e with Chap[er 351 of the Texas Tax Code; Whereas Recipient cle~Jres to provide those actMtles that promote the arts, and In doing so serve to pmrnote tourism and the convention and hotel Indus'a'y w~ln the City of Corpus ChriS, as the sole or contributory producer of the actMtles described In Exhibit "A" ('Actlvffles'): Whereas. City has determlrmd that them ex~ a genuine need for Reclplent'e Arm program in the City of Corpus Christi and wishes to encourage the production of Rm:lplent'a Arts Program through the funding of these Activities; Now. thefurum, City and Recipient agree as follows: I. Purpoea. The City desires to expend funds from the City's Hotel Occupancy Tax Revenue to fund actlvttles produced by non-profit, community-oriented organlzatlorm, specifically those programs that promote the arts and in doing so also promote tourlam and the conventJon and hotel Industry within the City of Corpus Christi. II. Term. This agreement commences on the 1 '~ day of January. 2005 and terminates on the :~1" day of December, 200~. III. Clty'a Dufle~. City agrees to pay Recipient $919 out of revenue from the City of Corpus Chrlsti's Ho[el Occupancy Tax fund for use In accordance with Section IV below. In no event will City be liable for an amount In excess of this grant amount. 2005-327 01/11/05 M2005-004 ~" ~,=,~.,mu,.,,o=~ ~ Del Mar ¢ 'elle~ Page 2 of 8 IV. Reelplent'a Duties. In consideration for receipt of Grant funds, Reclpler~ agree~ to perform those activffies de~:ribed in lfm attached and Incorporated Ezhlldt 'A'. This perfo,,,ance shall Include those activities t~at am eligible for funding under Section .351 101 (aX4) of fl'm Texas Tax Code and ttx~se aclNffies t~at am Ineligible for funding under that section of the Texas Tax Code but am Inherent In and emmet]al tx> the successful production of Reclplent's Activities. V. Eligible Actlvttlee. Use of gram funds by Recipient Is limited to those acUvffies that. without axceptlon, meet all three of ttm following requirements: (A) the activities am described In the attached and Incorporated Exh~lt =A'. (B) tbs acttvltk~ am In the categodse of art that am eligible for funding as described in Section 351.101(aX4) of the Texas Tax Code. (C) the actMtles pmrno~e the arts and I~ doing so also promote both tourism and the convention and ho~ Indu~y wflbln the City of Corpus Christi. Vi. Promotion of Tmz~m and the Cmwention ~ H~I Induat~f. Recll~ent must ~ promote tourism to the City and the City's hotel and convention Industry as a number of out-of-tov~ program attendees through target promotion and by woddng with the local Hotel-Motel and Condominium Associations. VII. Completion RelX~ Recll~ent must mit to the City's Director of Parks and Recreation ('Director') a completion report (*Report'), a copy of which Is attached and incorporated Into this Agreement by reference as F-xhlMt =B", no later than thirty (30) days following the termination of this Agreement. The Director, or his designee, shall mWew b~ls Report to verify whether the Grant fundleg provided to Recipient was speet in accordance with the requlremen[s In this Agreement. A Rec/p/ent w///n~t be eli~lble to appty f~r Grent fun~ ln ffm next ~ yeer lf e'~t ~ fail~ to sulxelt ~ Report wlt. hin t~lrly ('JO) ~ foilowir~l the ~'minefJo~ of th~ Include the following crlteda: (A) Written assurance to City that all Activities funded by the City served to promote the arts In the community. This shaft be evidenced by providing the City wtth a wH~mn description of Reclplent's marketing or advertising strategy. (B) For all Activities funded by the City, Recll~nt must submit to the City a wdt[en estlrna~e of lbs numbe~ of Rmclplent'm Arts program attendees that reside outside the territorial limits of the City of Corpus Christi. This may be accomplished by the use of a visitor log, by tallying the number of out-of-tow~ Page 3 ~8 billings or by listing the out-of-tow~ r~mlllng mJclre~e~ g~tmred through fl'm ticket sales process. (C) An e~mate of U~e total Arts Program attendance. (D) A statement of I~clpi~nt"a Arts Program revenues and expeexilturo8. VIII. Recordl ReeBrd~n. Recipient must at all times during the term of thle Agreement, and for ~ree years following the expiration of the Agreement, keep Izue, accurate, complete, and audltable records. Recipient agrees to: (A) at least annually make periodic reports to the City of ~ expenditures from the Grant funds given under this agreement; and (B make records of these expenclltums available for ~ to the City. IX. O~dlb~ement of Fund~. Recipient undemtarK:ls and agreee Ulat payment by the City of Gm~ funds under l~lls Agreement is conUngent upon Rmflplent'a full compliance vdth ttm requlreme, Lu of this AgreemenL Should Director detmmk~e dining the Agreement's term U~at Re(dr)lent has failed to comply with the requlmmerd~ contained In l~ll~ Agreement, the Agreement is subject to termlnal~n In accordance with Section XVII, listed below, and all Grant funds must be mpeld to the City. X. Urmxpended fundm. Upon termination of this Agr~--~ment, Recipient mum prompUy refund to CAty any unexpended Grant funds. Xl. kdv~rtblng. Recipient must recognize the City of Corpus Christi aa a contributor on all adverUsemenls and publications regarding Reclpler~m Arts Program. Recipient must provide Director wtth a copy of all Reciplent-~ponm~'ed adverUslng and pmrnoUon materials retarding Its ActMUes. XlI. Modfftcltk)rm alXl Wllverl. No provision of this Agreement may be altered, Xlll. Relatlormhlp between ParUem. Nothing In ~i8 Agreement al'mU constitute a partnemhlp, Joint venture, or principal-agent relaUonshlp between the parties. XIV. Compliance with I. aw~. Recipient shall observe and obey all applicable lavm, ordinances, regulatiorm and rules of the Federal, State, Coun'a7 and City governments. This Agreement Is subject to applicable provisions of the City Charter and the City Code of Ordlr~r'~. XV. Non-diaorlmlnatlon. Recipient shall not dim=dmlnate, or permit discrimination against any person or group of persons, as to ernployment or In the provision of services, acflvffie8, and programs. Discrimination as It pertalne to t~l~ section Inctucles dlscrimlnaUon on fl'le basis of race, mNglon, national origin, sex, disability, or age, or In any off, er manner that Is prohibited by the law8 of the United States or the State of Texas. Director retains the dght to take action deemed necessary by Director to Page 4 of 8 ~fforc~ th~ non-discrimination covenant. Vlo[Efdon of thl~ provision will result In the ~mmedlate termination of this Agreement. XVI. Indemnity. To the extent allowed by Texas I~w, Recipient hereby fully agrees to indemnify and hold harmless the City of Corpus Christi, its officers, employees, representatives, licensees, and Invltees ("lndemnltees') against any and all liability, damage, loss, claims, demands, and actlons of any nature due to personal injuries including, but not limited to, workers' compensation and death claims, or any property loss or damage of any kind, that arises out of or is in any manner connected with, caused by, either proxima~ or remotely, wholly or In part, or claimed to have arisen out of, been connected with, or have been caused by, any act or omission, Reciplent's agents, servants, employees, guests, contractors, patrons, licensees, orJnvltees participating In or observing ~l~'s Actlvitle~ilReciplent further agrees to Indemnlly and hold · harmless Indemnltees In any situation In which Injury or damage patrons, licensees, or lnvttees, of any law, statute, ordinance, or government order of any kind. Further,*lt~teclplent will indemnlly and hold harmless Indemnltees where inJur~ or damage results or arises this AgreemenL These terms of Indemntficatfon are effective regardless of whether said Injuries or damages result from the sole negligence, contri~ negligence, or concurrent negligence of Indemnltees. Recipient must, at Its own expense, Investigate all clairns and demands, attend to their final resol~ either by settlement or otherwise, defend all actfona with counsel satfsfactory to Indemnltees, and pay all costs and expenses related to such actions on account of liability, damage, loss, claims, demands, or ~, Including attorney fee~ XVlI. Termination. (A) The City may terminate this Agreement for any of the following masons: (1) The City may Immediately terminate ~e Agreerne~t due to any vtolaflon by Recll:~nt of section XlV or XV of this agreement. Page 5 of 8 (2) The City may terminate this Agreement due to failure by the Rm=lplent to substantially perform the Activities described In F_~hlbit "A". Director has the sole dlsc,-e~lon to make the determlnatJon that Grant funds were used for activities that did not fall within the permr'm-~l appllcatlorm of tax revenue under Section 351.101(a) of the Tax Code. The City may terminate the Agreement upon thirty (30) days vw-~mn notice, specifying that rite DIrec~r has dete,',,,Ined that Grant funds were used for purposes other than tho~e allowed under Section 351.101(a) of the Tax Code, and require Recipient to reimburse the City all Grant funds award. Should Reclplent and Director agree on a modification to the aclMtJes specified in E~hlblt "A' and execute a w~-~un modification In coml~lance wffh Section Xll of this Agreement, the City will not terminate the Agreement due to Reclplent'a failure to edhem to the original, superseded (3) The City may terrnlnate this Agreement due to Recllgent's use of Grant funds to pay for actMflaa other than those quallf3dng aa Eligible Ac~vffiea under section V of this Agreement. Director ha~ the so~e dlm::mtlon to make the determination that Grant funds were used for activffies other than those qualifying as EIIglbio Actlvffiea. The City may terminate the Agreement upon fourteen (14) days written notice, and mclulm Recipient to mlmbume the City all Grant funds awarded. (B) Recipient may terminate this Agreement without cause upon thirty (30) days w~mn notice to City. If Recipient chooses to terminate rite Agreement, Recipient must repay all Grant funds awarded, whether those fi. rods were expended on Eligible ActivflJes or not. XVllI. Sev~rablllty. If any term or provision of this Agreement or Its apfllicatlon to a person or drcurnsbance is determlr'md to be Illegal, une. i'urceable or Invalid, the mrnalncler of thl~ Agreement will not be affected by that Illegality, unenforceablllty, or invalidity. To the extent possible, similar legal, valid, and enforceable tmzrm will automatically be substituted for those that am found to be Illegal, Invalid, end urm,~forceabie. XlX. Force Majeure. With respect to any duties, obligations, or covenaaL~ (b~ not including the Completion ReportmquiredbySectk~ tS/) to be performed, or conslde~u~on to be provided to either party during the term of this Agreement, the party so obligated shall, in no event, be liable for failure to perfo,,,, when prevented from doing so by any cause beyond the reasonable control of that party Including, wffi'mut limltetlon strike, lockout, breakdown, accident, order or regulation of any govemmantal authority, failure of suPWY, inability, by the exercise of reasonable diligence, to obtain suppilaa, parts or employees necessary to per[o,,,, se~ces, or because of war, natural disaster, or other emergency. The tlma when that duty, obligation, or covenant must be performed or conside~.~;on must be provided will be extended for a period of time equivalent to the detay due to the cause beyond the co,~bul of the party obligated. H L~3-OIR¥3~e~q' Do,f~lob"rex ~rl~m~305.0,41~ E~, Page 6 of 8 XX. Noacea. All notices, demands, requests, or replies ('communications') provided for or permitted under ~i~ Agreement by either party must be In wdGng and must be delivered by one of the fotlowi~g methods: (1) personal de,very; (2) deposit wlth the United Sta~s Postal Service via certified or registered mall, re{um receipt requested, postage prepaid; (3) prepaid telegram; (4) depose wfl. h an overnight express delivery sennce, for which service has been prepaid; or (5) fax transmittal. Notice deposited the United States Po~al Service in the manner de~mrlbed above will be deemed effecth/e two (2) business days after deport with the United States Postal Service. Notice by telegram or overnight express de,very sense In the rnarmer de~;rlbed above will be dcc.-ned effective one (1) businee~ day after tranarnlsalon to the telegraph company or ovemlght express can'ler. Notice by fax will be deemed received upon transmission wffh proof of delivery to the receMng party. All communications must be made to: If to City: C~y of Corpu~ Chrt~ Director, Parks & Recreation P O. Box 9277 Corpu8 Christi, TX 78489-g277 (361) 880-3461 D~lm~r Coll--,e Sh-wnee Jonee-.BenneW ,'--t. P~ 1~'ISR. 101 ~'-'4win Comu~ Christi. Tex~ 78404 (361) 6~-1334 Either party may change the address to which notice is sent by pmvtdlng notice aa described above. Recipient must notify City of an address change wffhln l~lrty (30) days after Re~lplent'~ address has changed. XXl. Walver~ The failure of either party to complain of any act or omlaalon on lhe part of b~ ~ party, no matter how long the same may continue, will not be deemed a waiver by said party of any of Its rights as enumeia'.~l in ~ls Agreement. No waiver of any covenant or condition or breach of any covenant or condlUon of fftb Agreement by either party at any time, express or Implied, will be taken to constitute a waiver of any subsequent breach of I~e covenant or condition. Notwffhstandlng any Indulgence of any breach by the Recipient of the provisions of this Agreement, It bi expre~dy understood that the City may at any time avail Itself of Its remedies under this Agmc.'nent, Including bhe right to terminate the Agreement on account of breech or de;ault. Page 7 of 8 XXII. Entirety. This Agreement and all exhlblts ~ consSkJte rite entire and sole agreement between lyre parties regarding t]~e subject matter described In this Agreement. No other WT~u~n documer,~ or omi representations will have any force or effect on the subject matter of this Agreement. XX]II. CalX]OhS. The capUorm contalrmcl In this Agreement am not a part of this Agreement and do not In any way affect or alter the terms of this Agreement. Exerted In duplicate, eac~ of which will be considered an original, on the ~ day of IFJ, 6[~ ,2005. ATTEST: Armando Chapa, C.y S r,.tary AJ~~: 23 Mm'cfi 2005 Chief, Administrative Law Section Senlm' Assistant City Attorne~ For City Attorney STATE OF TEXAS COUNTY OF NUECE8 /~,~l, George, K. Noe, City Mltqager of the C. Jty of Corpus Christi, ~]l'exas home-rule Commission Expires Page 8 of 8 STATE OF TEXA8 COiJNTY OF NUECE8 coq3orat]on, qualtl~d as a 501(cX3) o~anl~d]on undo. 26 U.S.G. ~ 501(cX3), on Nobly Put:HIc, Sta~ ~ Texas ;i~ ........... ~, Prlntm:l Name 2OO5 ART ~UB&RANT ~ PART E: PROTECT ~ ExhMA HoleI-Motel Tax Usage Test page. Fill out all that applies and include one copy with each project. Ind]catc the discipline(s) that best describe this request: I~Danct [] Theater []MusicI'1 .VisualArts I-I Literature [] Aris-in-Education [] Museum CICulture] [] Youth Arts 4. indicate the current operational budget for your Organization: check o¢ circle I~"A-$50,000 or less VIB-SS0.O00-SI00,000 CIC-SI00,000-SI million 5. A 'PROTECT' is defined as: A singular event or a ~fies of related activitieL Each organi~a~3oa may .appl~ for no more than 2 project~; the maximum total amo~#t that may be ~luemd is $10,000.. · PrOjects ~ b~ ~ wmdn the'm'm of sulax~: J'amer'y l-I:)ecemb~.31..~f you' · 6. B C l) Thi,~ish'oject# ..~ ora total of/ applica~ions. SSreque~ted~2qO0, Project Title: AAe~'II'~''' /[g,,"T' Actminlon/dcket Corn :__~ Date(s) of event(s) includecl_ Ln thi~ project: ~ IIj ~.aO~' ' ' ..." The Project/Exhibition/Artist for which funding is being sought is confu~ed? Y(~ ..No Is the facility, or venue in compliance with the Americans with Disabilities Act?..~ No (Plea.se see Atlachment A to this application, a s~t oflhe Arts & Cultural'C(J~isskm's · pos]doe mx Acce~bility). If"No". what &re you as an organization going to do to insure acces~'biti~y by handicapped/disabled persoos? E st]mated number of persoas to benefit directly from this Project: ,'~ '~ ~'. ~7. , Plea.se outline yom' plm:~ to advertiae thi~ project: ff you ,, ~; ~qu~ HOT moaey, ~ ~-~ ~ , '. ~ bet auk lxl) 10. lathisactivitytpefformm~bymi~aclm?__No , .Yea lfyea, will there be a fa ut '_tm,I ~u$ in the tX'Q,gzam? ffyea, how long will the lx'ofemoeal perfor~ (Do Bet an-wet uuJess th. tclhttv ,h · VeUtk oerrorn,-nce~ '1'~ descriptio~ will be m major couq~.~.4t ~ dugn.o the reviow ~ N~ mor~ *b-- 250 wordl, 12 and area dance teanm. Fund-rMNng wi Include beke-eale., t-ahlrt m, Im lupp~t ~ Itm. K~llal~ly Pitt F - I For Actuml Project RmmnuN (Ro.~dod ~ th uttr~ Dollar) Un~d t Go~n~ ~ ¢~ s~.~ b. Fore. Imam Orm~ (SpeciFy): CASH CITY $ $ $ $ $ S S $ $ $ $ $ $ $ $ $ $ I>l IN-MIND $ S $ S $ S S S $ I>l I P;rt F - 2 ACTUAL PROJECT EXPENDITURE~ CRo~rl to tim mrmt dolor) $ S, $ $ $ S S S S $ S $ ~pmmditmrm ~E~m In tim lo~r filet eor~r of P~-t Z, Pm~e 3. (PLEA~ ADD ATTACHMENTS AS NECESSARY TO CLARIFY .r,6,f'~' Rr.f~TION OF TI:ITR PROJECT am/I'.ARET. F. At~ A'FFA('3:IM~NT AS TO WHAT ~qECTION FF APPLIr, S) ~ NOTE...please do not add or include any other material with this rqx~ Thank FORM - (it may be copied; but no changes size wise or otherwise). or~ma~,,~ ~ PmJo=t Name .. PRO~ECW FI?NA~ DATA REVENUES In.v.A~E NOTE PROVIDE ONE PRO.CT BUDOPT OH1.Y IN Ting SECTION ADD ~ J. COLUMN8 AND ROWS ~ INDICATI:D (~). Remluder~: Figu:r~ "D" in the lowe~' right congr ~ the total project ze~,~mea nm~cimed with thi, ~ojecL This iigure should equal the toUd project ~ (Figure "D") ~mwn in the lower right oot'n~ of Part 2, Page ~-50nmlmtt~b~lymtdhedwithca~haz~d/orin-ki~l~lervi~. Pl~aenoteth~te~utc~__meffnot ext~c125% of the project toad. Part F For Actzml ProJe,~'t Rm~nu~ (Roz~led To TI~ N~t I)~iar) PROd'F. CT F'r~'4AIqCZAL DATA con't EXPENDI'TI. mE$ EzpendJturel m~t be ~ ~ reveam ia mcb e~h~m~; lc, ~ re~enae $10d)O0; C_.~'~ m~t equal $10,MO. la~mlndm: ~1o ~t wel ~ ~ ~M~I ~ ~ Grot mm ~ m~ ~ ~ an~or ~nd ~. ~d ~ ~ ~ 25% ~ ~ ~L ~ T. ~ NH ~) I J;XPr-N nFfURIC~ ~ CITY mlmm ~m I~ qmmQ O~her: S 41' S ~ S c. Other JnKnnce S_.~_~ s ~ S ~ S ,-~ S S ~ S -~ s_.~ $ ~ S ~ s -~ S -~ bc copi.--d, I:~ no cbmmgm tomy bo made to throe fom~). A SelXU~te m~t is ~.,quired f~ ~ i~o,Ject. **Sip Or...~thu Nm.. 9.il I~ffo,' of',~,,,l~A; ,--. Sub,'ut Y.em 2(MIS TMf lbport b due J~nutr7 31" For nil pmJecU tlm~ were hndf~d durt~ f~,,. pruq, k)us Irum cTde. Fundlq wgl m b FtrtB Rd~ 1~ InMm~ton m ~o u~ In !t~ bi, nlm. C-vmy bbnk m~t b~ fll~d I~ Ow oal~ ~ ~orA PartC Poroocm~rum I~ U-arb~ 2. 3. 4. 5. ,a~'l~mtm who rece~,~,~d m fae .~Nrb~stm v~f~o ~ tl~ ~ wod~ Fuli-l~me Pm'rD Public~tiom Otb= A4:I~YltvI,If~m,~UOI~ Listtlmtluiba'ofevgfftkddhet~itcsf.lurTtml" '"' -'' Pitt E