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HomeMy WebLinkAboutC2007-380 - 11/13/2007 - ApprovedK -Space AGREEMENT BETWEEN THE CITY OF CORPUS CHRISTI AND K -SPACE ARTS AND CULTURAL COMMISSION ART GRANT SUBRECIPIENT AGREEMENT THE STATE OF TEXAS § COUNTY OF NUECES § KNOW ALL BY THESE PRESENTS: Page 1 of 9 This Art Grant Subrecipient Agreement "Agreement" is made and entered into by and between the City of Corpus Christi, a Texas home rule municipal corporation ("City"), acting through its duly authorized City Manager or his designee "City Manager"), and K- Space, a non -- profit corporation organized under the laws of the State of Texas ("Recipient"). WHEREAS, City has allocated 14O71_of General Fund revenue to enable Recipient to perform those activities described in Exhibit "A" ` {Eligible Activities"), a copy of which is attached hereto and incorporated in this Agreement by reference; WHEREAS, City desires to encourage and fund arts programs that promote the arts for the benefit of the community; WHEREAS, Recipient desires to provide those Eligible Activities that promote the arts for the benefit of the community as the sole or contributory means of producing the arts program described in Exhibit "B" ("Arts Program"), a copy of which is attached hereto and incorporated herein this Agreement by reference; and, WHEREAS, City has determined that there exists a genuine need for Recipient's Arts Program in the City of Corpus Christi and wishes to encourage the production of Recipient's Arts Program through the funding of Recipient's Eligible Activities. NOW, THEREFORE, City and Recipient agree as follows: Section t Purpose. The City desires to expend funds from the City's General Fund revenue to fund arts programs produced by non - profit, community oriented organizations, specifically those programs that serve to promote the arts for the benefit of the community. Section 2. Term. The term of this Agreement commences i!. t of January, 2008, and terminates 31 t of December, 2008. 2007 -380 11/13/07 M2007-288 H:\ LEG -DIF \J annielLi a\Agmt- - pace.doo Page 2 of 9 Section 3. Consideration. (A) City agrees to pay to Recipient the sum of $4,071 ("Grarit') out of revenue from the City's General Fund for use in accordance with Section 4 below. In no event will City be liable for an amount in excess of the Grant amount. (B) In consideration of said Grant funding, Recipient agrees to perform the following: those activities that are eligible for funding in accordance with Section below and are described in the attached and incorporated Exhibit "A"; and, CO (2) those activities, if any, that are ineligible for funding hereunder but are inherent in and essential to the successful production of Recipient's Arts Program described in the attached and incorporated Exhibit "B." (C) Should Recipient fail to fully perform those activities referenced in Sections 3(B)(1) and 3(B)(2) above, this Agreement shall be subject to termination in accordance with Section 15 below. Section 4. Eligible Activities. Use of Grant funds by Recipient is limited to those Eligible Activities that, without exception, meet both of the following requirements: (A) those activities described in the attached and incorporated Exhibit "A ", as reviewed and approved by the City through execution of this Agreement; and, (B) those activities that involve: the encouragement, promotion, improvement, and application of the arts, including instrumental and vocal music, drama, dance, folk art, creative writing, architecture, design and allied fields, painting, sculpture, photography, graphic and craft arts, motion pictures, radio, television, tape and sound recording, and other arts related to the presentation, performance, execution, and exhibition of these major art forms. Recipient shall be solely responsible for ensuring compliance with each of the two requirements listed above. Initial City approval and funding of Recipient's proposed activities does not constitute legal validation of the activities. Section 5. Completion Report. (A) Recipient must submit 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 Exhibit "C ", no later than thirty (30) days following the termination of this Agreement. The Director, or his designee, H:ILE - DIR \Jeannie\Li a'Agmt -i - pa e.doC Page 3 of 9 shall review this Report to verify whether the Grant funding provided to Recipient was spent in accordance with the requirements in this Agreement. A Recipient will not be eligible to apply for Grant funds in the next calendar year if that Recipient fails to submit its Report within thirty (30) days following the termination of this Agreement. This requirement will be strictly enforced. Any recommendation ion or indication by the City that Recipient may be eligible to apply for Grant funds for the next next ca!eridar year !s contingent upon the timely submission of this Report; and Recipient shall be declared ineligible to apply for Grant funds for the next calendar year if Recipient fails to timely meet this requirement For all Eligible Activities funded by the City, the Report must include the following Arts Program criteria: (1) A written description of Recipient's marketing or advertising strategy; (2) An estimate of the total Arts Program attendance; and, (3) A statement of Recipient's Arts Program revenues and expenditures. (B) The City's Director of Parks and Recreation ("Director"), or his /her designee, shall review this Report to verify whether the Grant funding provided to Recipient was spent in accordance with the requirements listed herein. (C) Recipient shall at all times during the term of this Agreement, and for one year thereafter, keep true, accurate, complete and auditable records. Recipient agrees, upon receipt of reasonable notice, to permit Director to audit or otherwise examine all pertinent books and records, for a period of one year following the termination of this Agreement, to determine the accuracy of Recipient's Report. Section 6. Disbursement of funds. (A) Recipient agrees that payment by City of Grant funds, in accordance with Section 3 of this Agreement, is contingent upon Recipient's full compliance with the requirements contained herein. (B) Should Director determine, during the term of this Agreement, that Recipient's activities fail to comply with the requirements contained herein this Agreement, this Agreement shall be subject to termination in accordance with Section 15 below. Section 7. Unexpended funds. Upon termination of this Agreement, Recipient must promptly refund to City any unexpended Grant funds. Section 8. Advertising. Recipient shall recognize the City of Corpus Christi as contributor on all advertisements and publications regarding Recipient's Arts Program. Recipient must provide City with copies of all Recipients sponsored advertising and promotional materials related to Recipient's Arts Program. N:\LE -DI IJeannie \Lisa\Agmt -K- pa e.doc Page 4 of 9 Section 9. Modifications to Agreement. No alteration, change, or modification of the terms of this Agreement or waiver of any provision will be valid unless made in writing and signed by a person authorized to sign agreements on behalf of each party. Section 10. Assignment. This Agreement may not be, in whole or in part, assigned or transferred directly or indirectly without the prior written consent of the City. Section 11. Relationship of Parties. Nothing contained in this Agreement may be deemed or construed to create a relationship of principal and agent, partnership, or joint venture. It is expressly understood that neither the payment of funds by City to Recipient nor any other provision contained in this Agreement nor any act or acts of the parties hereto is deemed to create the relationship of principal and agent, partnership, or joint venture. Section 12. Non-discrimination. Recipient shall not discriminate or permit discrimination against any person or group of persons, as to employment and in the provision of services, activities, and programs, on the grounds of race, religion, national origin, sex, disability, or age, or in any manner prohibited by the laws of the United States or the State of Texas. Director retains the right to take action as the United States may direct to enforce this non - discrimination covenant. Violation of this covenant will result in the immediate termination of this Agreement. Section 13. Indemnity. To the extent allowed by Texas Law, Recipient , ('Indemnitor") hereby fully agrees to indemnify, save and hold harmless the City of Corpus Christi its officers, employees, representatives, licensees, and invitees ('Indemnitees'9 against any and all liability, damage, loss, claims, demands and actions of any nature whatsoever on account of personal injuries including, without limitation on the foregoing, workers' compensation and death claims, or property loss or damage of any kind whatsoever, which arise out of or are in any manner connected with, or caused by, or are claimed to arise out of, are claimed to be in any manner connected with, or are claimed to be caused by, either proximately or remotely, wholly or in part, an act or omission, negligence or misconduct by Indemnitees or any of them, by lndemni or, or any of lndemnitor's agents, servants, employees, contractors, patrons, guests, licensees, or invitees participating in, or observing lndemni Page 5 of 9 lndemnit r must, at its own expense, investigate all claims and demands, attend to their settlement or other disposition, defend all actions based thereon with counsel satisfactory to Indemnitees, and pay all charges of attorneys and all other costs and expenses of any ki Page 6 of 9 the term or provision to persons or circumstances other than those as to which it is held unenforceable, invalid, or illegal, will not be affected thereby; and a term or provision, as similar in nature to said unenforceable, invalid, or illegal term or provision, and as may be possible and be legal, valid, and enforceable will be added to this Agreement automatically. Section 17. Force Majeure. It is understood and agreed that, with respect to any duties, obligations or covenants (but not including the Completion Report required by Section to be performed, or consideration to be provided by either party during the term of this Agreement, the party so obligated shall, in no event, be liable for failure to perform when prevented from doing so by any cause beyond the reasonable control of said party including, without limitation, strike, lockout, breakdown, accident, order or regulation of any governmental authority, or failure of supply, or inability, by the exercise of reasonable diligence, to obtain supplies, parts or employees necessary to furnish services, or because of war, natural disaster, or other emergency. The time when said duty, obligation or covenant must be performed or said consideration must be provided will be extended for a period of time equivalent to the delay for said cause. Section 1 , Notices. (A) All notices, demands, requests, or replies provided for or permitted, under this Agreement, by either party must be in writing and must be delivered by one of the following methods: by personal delivery; (2) by deposit with the United States Postal Service as certified or registered mail, return receipt requested, postage prepaid; (3) by prepaid telegram; (4) by deposit with an overnight express delivery service, for which service has been prepaid; or, by fax transmission. Notice deposited with the United States Postal Service in the manner described above will be deemed effective two (2) business days after deposit with the United States Postal Service. Notice by telegram or overnight express delivery service in the manner described above will be deemed effective one (1) business day after transmission to the telegraph company or overnight express carrier. Notice by fax will be deemed effective upon transmission with proof of delivery to the receiving party. All such communications must only be made to the following: IF TO CITY: City of Corpus Christi Attn: Director of Park & Recreation P. 0. Box 9277 Corpus Christi, TX 78469 -9277 (361) 880 -3461 H: LE - DIR\Je nni \LisalAgmt- - pa e.doC Page 7 of 9 IF TO RECIPIENT: K -Space Michelle Smyth, Director P.O. Box 545 Corpus Christi, Texas 78403 (361) 887 -8834 (B) Either party may change the address to which notice is sent by using a method set out above. Recipient will notify City of an address change within thirty (30) days after the address is changed. Section 19. Compliance with Laws. Recipient shall observe and obey all applicable laws, ordinances, regulations and rules of the Federal, State, county and City govern - ments. This Agreement is subject to applicable provisions of the City Charter and the City Code of Ordinances. Section 20. Waivers. The failure of either party to complain of any act or omission on the part of the other party, no matter how long the same may continue, will not be deemed a waiver by said party of any of its rights hereunder. No waiver of any covenant or condition or of the breach of any covenant or condition of this Agreement by either party at any time, express or implied, will constitute a waiver of any subsequent breach of the covenant or condition and shall not justify or authorize the nonobservance on any other occasion of the same or any other covenant or condition hereof. If any action by the Recipient requires the consent or approval of the City on one occasion, any consent or approval given on said occasion will not be deemed a consent or approval of the same or any other action at any other occasion. Any waiver or indulgence of Recipient's default of any provision of this Agreement will not be considered an estoppel against the City. It is expressly understood that if at any time Recipient is in default in any of its conditions or covenants hereunder, the failure on the part of the City to promptly avail itself of the rights and remedies that the City may have will not be considered a waiver by the City; but the City may at any time avail itself of those rights or remedies or elect to terminate this Agreement on account of the default. Section 21. Entirety Clause. This Agreement and all exhibits attached hereto contain the entire and only agreement between the parties regarding the subject matter described herein; and no oral statements or representations or prior written matter not contained in this Agreement will have any force and effect. Section 22. Captions. The captions in this Agreement are for convenience only, are not a part of this Agreement, and do not in any way limit or amplify the terms and provisions of this Agreement. HILL -DI \Jeannie \Lisa\Agrmt -K- paoe.doo Page 8 of 9 EXECUTED I DUPLICATE, each of which will be considered an original, on the day of , 2007. ATTEST: CITY r CORPUS CHRISTI Armando Chapa, City Secretary APPROVED: tJzI , 2007 d Lisa Aguila Assistant City Attorney For City Attorney STATE of TEXAS COUNTY OF NUECES This instrument was acknowledged before me on __ IA& , 2007 y George K. Noe, City Manager of the City of Corpus Christi, a Texas home rule mu ipaI torpor on, on behalf of said corporation. George K. Noe, City Manager AUTHOKitzx VI COMA .....11.(12.10.2. /k4C T Nory Public, State of Texas Printed Name Commission Expires: �. HALEG-DIRUeannietisakAgmt-K-Space.cloc CIE PS MY COMMISSION EXPIRES November 9, 2011 FOR RECIPIENT: T: By: jl Michel -- Smythe, Director STATE OF TEXAS COUNTY OF NUECES This instrument was acknowledged before me on Michelle Smythe, Director, an authorized representative of K- Space. Page 9 of 9 ,14;./9/./i/oi Printed Name Commission sion Expires: /1---V--61 HALEG-DIRUeannielLisaVkgrnt-K-Space.cloc 1-.41rimi., JEANNIE HOLLAND ". My Commission Expires der Question #11 on this page only. In the following_ spa , please write what you would like the Arts and Cultural Commission to know about your Proposed Project (the project for which you are requesting funding). Although brevity is valued, clarity • r r ■ ■ ■ ■ r ■ and completeness are essential! This description will be a major component utilized during the review process. Maximum 250 words, 1 -point font Billy Colbert Exhibition Dates of Exhibition: January 19 to March 1, 2008 Visiting: January 15 to January 20 Gallery Talk: January 19th, 6 :00 pm Opening Reception: January 19th, 7 :00 to 9:00 pm Billy Colbert is an emerging artist whose work is high in quality, technique and content. h association with this exhibit, K Space will provide educational opportunities including a gallery lecture by the artist, silkscreen workshop and tours throughout the exhibition. We are also investigating the possibility of Billy visiting art classes at Del Mar College and Texas A & M University - CC while he is in town. Colbert's artwork can be described as edgy, whimsical, loaded and wonderfully interesting. Colbert's beautiful, lush surfaces of rich colors and complex compositions contain many levels of meaning that address cultural and societal issues. Layering silkscreen, reen, collage and painting, Colbert's works are rich in images from popular culture. Common themes are cartoons, advertisements, 1950-60s All- American ideals, and African American heritage. He describes his work as an "isolation of popular culture's blur." Billy Colbert was born in Baltimore, Maryland in 1970. He completed his Master of Fine Arts degree at the University of Delaware in 2000 where he received a Presidential Fellowship. Notable solo exhibitions include: Red Door Gallery (2007) in Richmond, Virginia, Space B Gallery (2006) in New York, NY, African American Museum (2002) in Dallas, Texas, and Delaware Center for Contemporary Arts (2004) in Wilmington, DE. He is currently an Adjunct Faculty member ber at American University in Washington DC. K Space Contemporary I) co �ti 7.0 Billy Colbert Exhibition 19