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HomeMy WebLinkAboutC2007-450 - 11/13/2007 - ApprovedPage ~ of ~ AREEI~lENT BETI~VEEN THE 1TY ~F C~RPI~S CHRlT! AND C.D, ~NDERT BALLET {"REDlPIENT"} {ARTS AND CULTURAL C~M~IIISSI~N HOTEL ~CU~ANCYTA~C REVENUE RECIPIENT AREEMENT~ The State of Texas l~N~1N ALL Bll THEE PRESENT: County of N uece This Motel ~ccu ancy Tax Revenue Recipient Agreement ~"Agreerent}'} is made and entered into b and between the City of Corpus Christi, a Texas hone-rule municipal y cor oration {"City"}, acting through its duly authorised City Manager or his designee p "fit I~an~ger"}, and C.C. CNERT BALLET ~"Recipient"}, a Texas non-profit ~ Y cor oration, ualified as ~ 501 ~c}~} organization under ~~ U.S.C. Section 501 ~c}~}, ~ q 1hereas, the City has allocated ~ BOO in Hotel occupancy Tax revenue ~"grant funds"} to enable Recipient to prrorm those activities described in Ex~ihit "A" "Activities" , a copy of which is attached to this Agreement and incorporated by ~ ~ reference; 1!1lhereas, Cit desires to encourage and fund activities that promote the arts and in ]~ loin so serve to promote tourism and the convention and hotel industrywithin the CNty 0 of Corpus Christi, in accordance with Chapter 351 of the Texas Tex Cade; UVherea Recipient desires to provide those activities that promote the arts, and in doin o serve to promote tourism and the convention and hotel industry within the City + i of Corpus Christi, as the sole or contributory producer of the act~v~t~es described ~n Exh l bit "A" ~"ACtlvitle~"~; 1111hereas, City has determined that there exists a genuine need for Recipient's Arks ro ram in the City of Corpus Christi and wishes to encourage the production of p0 Recipient's Arks Program through the funding of these Activities; Now, therefore, City and Recipient agree as follows: I, Pur ose. The City desires to expend funds fror~ the City's Hotel occupancy Tax p . Revenue to fund activities produced bynon-profit, commun~ty~oriented organizations, s coif icall those programs that promote the arks and in doing so also promote tourism p ]~ and the convention and hotel industrywithin the City of Corpus Christi. Il. Terra. This a regiment commences on the 1~t day of Janua , X008 and terminates g on the 01 ~t day of December, X008. Iii. i Duties, Ci agrees to pay Recipient 4,~0~ out of revenue from the City of C~nrn~~~ ~:hri~~~'c w~~~l occupancy Tax fund for use in accordance witty Section Ill X007-450 ill City be liable for an amount in excess of this grant amount. 11113107 tVI~007'~S ~ nncert Ballet Pae~of8 iV. Recipient's tie, In consideration for receipt of rantfunds, Recipient agrees to perform those activities described in the attached and incorporated E~chibit "A". This performance shall include these activities that are eligible for funding under section 351.E ~~ ~a}~4} of the Texas Tax Code and those activities that are ineligible for funding under that section of the Texas Tax Code but are inherent in and essential to the successful production of Recipient's Activities. 11. Eligible ~4ctivities. Use of grant funds by Recipient is limited to those activities that, without exception, meet all three of the following requirements: ~A} the activities are described in the attached and incorporated Exhibit ii~~~ {B) the activities are in the categories ofi art that are eligible for funding as described in Section 351.101(a){4) of the Texas Tax Code. ~}the activities promote the arts and in doing so also promote both tourism and the convention and hotel industry vuithin the City of Corpus Christi. 111. Promotion of Tourism and tie convention and Hotel Industry. Recipient must actively promote tourism to the City and the City's hotel and convention industry as a goal of Recipient's Activities. This may ~e accomplished by working to increase the number of out-of-town program attendees through target prorr~otion and by working with the local hotel-Motel and Condor~inium Associations. 11l1~ o~npletion Report. Recipient must submit to the City's Director of Parks ar~d Recreation ~"Director"} a completion report {"Report"}, a copy of which i attached and incorporated into this Agreement by reference as Exhibit "B", no later than thirty ~3g~ days following the termination of this Agreement The Director, or his designee, shall review this Report to verify whether the grant funding provided to Recipient was spent in accordance with the requirements in this Agreement. A Re~iprer~t~rillno~he e!r'tble ~o apply fvr rare funds rn the next calendar year if ~~a~ ~Recrpierr# ~ai~ ~a subr~f# r"ts #~epar~ ~rtthfn ~hrr~y ~0J days follo~vr"ng the ternrlnat~on of phi ~4greer~ent. phis reulrernent r~rlll he strr`c~ly enforced. Ar~y recornn~endatior~ or lndicatlon by the pity that Reciplent may he e!r`~lble ~o apply for Grand funds fog the r~ex~ calendar year fs contr"rent upon the ~ir~ely uhn~rsivn of #hl I~epor~; and l~ecrplen~ half he declared ineligible to apply far Grant funds for the next calendar year if recipient fair ~o ti~rely rnae~ phis requirement. The Report m ust include the following criteria: ~A} vUritten assurance to City that all Activities funded by the City served to promote the arts in the community. This shall be evidenced by providing the City with a written description of Recipient's marketing or advertising strategy ~B} For all Activities funded b the City, Recipient rust submit to the City a written estimate of the number of Recipient's Arts program attendees that reside outside the territorial Isrr-its of the City of Corpus Christi. This mey be accomplished icy the use of a visitor log, by tallying the number of out-of-town H:IL~G-DIRT,feannielL~salAg~nt-CCC~ncertBallet.doc Page3of~ billings or by listing the out-of-town nailing addresses gathered through the ticket sales process. {C) An estimate of the total Arts Program at#er~dance. (D) A statemen# of Recipient's Arts Program revenues and exper~ditures. lllli. Records Retention. Recipient must at all times during the term of this Agreement, ar~d forthree years following the expiration of the Agreement, deep true, accurate, complete, and auditable records. Recipient agrees toy ~A} at least annually make periodic reports to the City of its expenditures from the grant funds given under this agreer~ent; and ~B make records of these expenditures available for review to the City. IBC. Disbursement of funds. Recipient understands and agrees that payment by the City of rantfunds underthis Agreement is contingent upon Reci~ier~t' full cor~rpliance with the requirements of this Agreement. should Director determine during the Agreement's term that Recipient has failed to comply with the requirements contained in this Agreement, the Agreement is subject to termination in accordance with section ~CIlII, listed below, and ell grant funds must be repaid to the City. ~C. Unexpended funds. Upon termination of this Agreement, Recipient must promptly refund to City and unexpended grant funds. 1. Advertising. Recipient must recognize the City of Carpus Christi as a contributor on all advertisements end publications regarding Recipient's Arts Program. Recipient must provide Directorwith a copy of all Recipient-sponsored advertising ar~d promotion materials regarding its Activities. Xli. Modifications and 1~lfaive~s. No provision of this Agreenent ray be altered, changed, modified, or waived. VIII. Relationship between parties. Nothing in this Agreement shall constitute a parknership, point venture, or principal-~~gent relationship bctvveen the parties. XI1~. compliance vrrith Laws. Recipient shall observe and obey all applicable laws, ordinances, regulations and rules of the federal, state, Country and City governments. This Agreement is subject to applicable provisions of the City Charter and the City Code of ordinances. X11. Non~discrirninativn. Recipient shall not discriminate, or permit discrimination against any person or group of persons, as to employment or in the provision of services, activities, and programs. Discrirr~ination as it pertains to this section includes discrimination on the basis of race, religion, national origin, sex, disability, or age, or in any other rrranner that is prohibited by the laws of the United states or the state of Texas. Director retains the right to take action deemed necessary by Director to H:IL~G-~IRIJean nielLisalAg~t-CCConcerk~allet~doc Page 4 of 8 enforce this non~~isriminati~n ~~venant. lliolti~n of this provision gill result in the immediate termin~tian of this Areement~ XVI. Indemnify. To the extent allowed by Texas law, Recipient hereby fully agrees #o indemnify and hold harmless the City of Corpus Christi, its officers, employees, representatives, licensees, and invitees ("indemnitees") against any and alI liability, damage, loss, claims, demands, and actions 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 proximately or remotely, wholly or in pa-t, or claimed to have arisen out of, been connected with, or have been caused by, any act or omission, negligence, or misconduct on the parf of Indemnitees or Recipient, or Recipient's agents, servants, employees, guests, contractors, patrons, licensees, or invitees participating in or observing Recipient's Activities. Recipient further agrees to indemnify and hold harmless Indemnitees in any situation in which injury or damage results from a violation by the lndemnitees or Recipient, or Recipient's agents, servants, employees, guests, contractors, patrons, licensees, or invitees, of any law, statute, ordinance, or government order of any kind. Further, Recipient will indemnify and hold harmless Indemnitees where injury or damage results or arises out of the exercise or righ#s or performance of obligations created by this Agreement. These terms of indemnification are efiFective regardless of whe#her said injuries or damages result from the sole negligence, contributory negligence, or concurrenf negligence of Indemnitees. Recipient must, at its own expense, investigate atl claims and demands, attend to their final resolution either by settlement or otherwise, defend all actions wi#h counsel satisfactory to Indemnitees, and pay al! costs and expenses related to such actions on account of liability, damage, loss, claims, demands, or acfions, including attorney fees. ~lll~. Te~rnir~ati~n. (A) The Ci#y may terminate this Agreement for any of the following reasons: ~~} The pity mad immedi~teiy terminate the Agreement due to any violtien by R~ecip~ent of section X!1! or ~V of this agreement. F~:ILEG-D1R1JeannielLisalAgmt-CCConcertB~l let.dac page ~ of 8 {~} The City may terminate this Agreement due to failure by the Recipient to substantially perform the Activities described in Exf~ibit "A". Director has the sale discretion to make the determination that grant funds were used far activities that did not fall within the permitted applications of tax revenue under Section ~1.10~ ~~} of the Ta~c Code. The City ray terminate the Agreer~ent upon thirty ~0}days written notice, specif}~ing that the Director has determined that Grant funds were used for purposes other than those allowed under Section 1. ~ D1 ~a} of the Tax Code, and require Recipient to reimbursethe Cityall Grantfund award. Should Recipient and Director agree on modification to the activities specified in Exhibit "~"and execute a written rr~odification in compliance with Section XII of this Agreement, the City will not terminate the Agreement due to Reipient' failure to adhere to the original, superseded contract terms. ~~} The City may terminate this Agreement due to Recipient's use of Grantfunds to pay for activities other than those qualifying as Eligible Activities under section V of this Agreement. Director has the sale discretion to make the determination that Grant funds were used for activities otherthanthose qualifying as Eligible Activities. The City may terr~inate the Agreement upon fourteen ~~4} days written native, and require Recipient to reimbursethe Cityall Grantfunds awarded. ~B} Recipient may terminate this Agreement without cause upon thirty ~~}days written notice to City. If Recipient chooses to terminate the Agreement, Recipient must repay all Grant funds awarded, whetherthoe funds were expended on Eligible Activities yr not. ~V111. everabili~y. If any term or provision of thisAgreement or its application to a person ar circumstance i deterrr~ined to b illegal, unenforceable or invalid, the rer~ainder ofthiAgreementwill not be affected by that illegality, unenforceability, or invalidity. To the extent possible, sirr~ilar legal, valid, and enforceable terms will autorr~atically be substituted forthase that are found to be illegal, invalid, and unenforceable. ~Cl~. Force ~la~eure. ~Illith respect to any duties, obligations, or covenants ~~u~ rrot ~-~cf~rr`rr ~~re or~ple~~or~ Rep~r~ required by ec~ior~ Vl~~ to be performed, or cansideration to be provided to either party during the term of this Agreer~ent, the party sa obligated shall, in no event, be liable forfailure to perform when prevented from doing so by any cause beyond the reasonable contras of that party including, without Eimitation: strike, lockout, breakdown, accident, order or regulation of any governmental authority, failure of supply, inability, bythe exercise of reasonable diligenve, to obtain supplies, parts ar errrplvyees necessary to perform services, or because of war, natural disaster, or other emergency. The time when that dutyr obligation, ar covenant must be perforr~ed or cansideration must be provided will be extended for a period of time equivalent to the delay due to the pause beyond the control of the party obligated. H:1~EG-DfRI,lean nielLisalAgmt-CCConCertBallet.doc Page 6 of S X~. Notices. A11 notice, demands, request, or replies ~"communications"} provided for or err~itted under this Agreement by either parry must be in writing and mint be p delivered b one of the following rr~ethods: ~~ }personal delivery; ~~}deposit with the y United States Postal Service via certified or registered mail, return receipt requested, osta a re aid; {~} prepaid telegram; {4} deposit with an overnight express delivery p 9 p p service far which service has been prepaid; or {5} fax transmittal, Notice deposited with the United States Postal Service in the mannrdescribed above wi#I be deemed effective two 2} business days after deposit with the United States Postal Service. ~ , Notice b to#e rarrr or overnight express delivery service in the runner described above Y g wil# be deemed effective one ~1 }business day after transmission to the telegraph com an or overnight express carrier. Notice by fax will be deemed received upon p ]~ transrr~ision with proof of delivery to the receiving parley, All comr~unicat~ons mint be made to. If to City. City of Corpus Christi Director, Parks ~ Recreation P. ~. Box g~71 Corpus Christi, T~ X8469-9~7~ ~B ~ } 88g-346 ~ 1f to Recipient: .. concert Ballet ,Nancy L. uli~ 3346 Aiame~a Corpus hriti~_T'exas ~64~ 1 36~ 854-796 dither art ma change the address to which notice is sent by providing notice as p Y y described above. Recipient mint notify City of an address change within thirty ~30~ days after Recipient's address has changed. ~i. I~faivers. The failure of either partyto complain of any act or omission on the part of the other art , no matter how long the same ray continue, wi#I not be deemed ~ p y waiver b said art of an of its rights as enumerated in this Agreement. No waiver of y p y Y an covenant or condition or breach of any covenant or condition of this Agreement by ]~ either art at an time, express or implied, wi#I be taken to constitute a waiver of any p y Y subse cent breach of the covenant or condition. Notwithstanding any indulgence of an breach b the Recipient of the provisions of this Agreer~ent, it is expressly ~ i understood that the City may at any time ava~1 itself of Its remedies under this A regiment, including the right to terminate the Agreement err account of breach or g default. H:1LEG-~IRlJeannielLisalA~mt-CCConcert8~klet.d~ gage 7 of 8 ill. Entirety. This Agreement and all exhibits attached constitute the entire and sole agreement between the parties regarding the subject matterdescribed in this Agreement, No other vuritten documents or oral representations gill have any force or effect on the subject matter ofthis Agreement. VIII. captions. The captions contained in this Agreement are not part of this Agreement and do not in anyway affect or aiterthe terms of this Agreement. ICI, Aignmen#. This Agreement rrr~y not be, in ~uhole or in part, assigned or transferred directly or indirectly v~rithout prior utirritten consent of pity. . ~- Exec ted ~n duplicate, each of which will be considered an original, on the ~ day of ~ V~ ~ , ~oo~. ATTEST: f ~F ~RPU HR~TI Armando hapax, pity secretary eorge K. Noe, pity Manager F APPROVED. , ~OD7' 0~-~~' - Lisa Aguilar Assistant City Attorney For City Attorney 2~b'~'o7gg Aur~to~iL~ ~r c~u~ci~...!~f3. s~c~~r~r STATE ~F TEiCA ~~JNTY ~F NUEE ' ~ no~r~ed ed before me on ~~ , 200 , by This ~ntrument vas acl~ g George K, Noe, pity Manager of the pity of orpu hristi, T home~rule mun' i al corpora~~on n be if of the corporation. Notary Public, state of Texas .,,,~H~{~,,,rRr ~~~ ~~s ,~ ~,• Panted Narrre commission Expires FAR RECIPIENT ~ :~ r MY COM~I~S~~13 ~~~t~~~ :*~ • ,: ~ `~ ^~y 1 1 /~ !f iii H:I~~G-pIR~JeannielLisalAgm~-CCCor~cert~alf~t.doc Page 8 of anc L. Suli Artistic Direc r STATE ~F TE~CA AUNTY ~F NI~EE ~ao~, b This instrument ova acknovuledged before on Nanc L. ulik, Artistic Director, ~.. Concert ~a~1et, a Teas non-profit corporation, ualified as a Q~ ~c}~} organi~~ition under ~~ U.S.C. Section X01 ~c}~}, on behalf of the corporation. otary Pubic, State of Tex ~+~••~ ~r~nte~ Name 1111Jf ~~~1~~~~~i ~~ ~,M~ f ., ~`r `' ^^ ~~R~~+~ ~~~~~~~ Notary i~~~iia, State of ~~xa~ ~ pf ;~+r~' fYl~ ~a~l ~1~~~ ~~~~~~ , i ~~'~#~i~~;~'~ +~~rr ti~~~ N~v~mber ~~, ~DD9 Corr~mission Expires ~ ~ ~- H:ILEG-DlRl,i~anniell.isalAgmt-CCConcertBal3et.doc Answer Dues#~on X11 on this page onty~ In a following, pa~c~, please write what you waufd ii~e tf~e Arks and Cuiturai Cornrr~ision tc know about your Proposed Project the proiect for which you are requesting funding}, Although brevity is vaiued, ciari and cQmpieteness are essentiail This description will be s mayor can~ponent utilised during the review process, Maximum ~~~ words, ~~~potnt font. "BAIi..AND~ A~ AIRE LI~REIDANIN' IN THE PARK" f~as proven since its initial performance in DOD to be the one cnllabarative effort for promoting dance in the Coastal Bend Area.,,,inciusive of multi-forms of dance, diverse dance companies, ensembles, and groups providing excellence in dance performances. Audiences are attracted to these events because ttrey are 1=Rl~E ~l~ CHARGE and provide quality family entertainmenti~M vl~ith the main goals dedicated to e~cpanding dance audiences and providing exciting exposure to multi4forms of dance works this highly successful pra~ect expects to enlarge the educational aspect of this weekend of dance with its ~ nights of performances plus master classes far Dancers, eniar Citizens, and Youth who have had few opportunities to explore the boy of movement. Thane classes will be located In several venues throughout physical fitness for ~aung acrd older citi~errs, but of town attendees have the advantage of enjoying Carpus Christi beaches, restaurants, and shopping before a twilight concert including rnodero, ja~~, ballet, folklorico, Irish dancing, contemporary, liturgical, and tap in a relaxed, casual atmosphere, Baila~do Op7 participants will include groups frvrrr hlicAllen, fan Antonia ~lictoria, Houston, Austin, lieges with dance ensembles, guest perfarrners, plus area dance groups and perform o nights for ~ ,~~D-,ggg people each evening. The dance world in Texas now reca~nlzes the performing venue in Carpus Christi where they can showcase their most talented dancers to a growing auiencel 4O~~L~S V~1~~Stl ~O~CP.I L ~~~I~i~ Pto~,1 BeAendoA11~a1,bralDandrti In~hePark ~ !