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Home My WebLink AboutC2007-477 - 11/13/2007 - ApprovedPage 1 of 8 AGREEIUIENT BETVVE~N THE CIfiY ~F CORPI~ CHRISTI AND C.C. Y1~~HO~VY oCIET~{"R~DIPIENT"~ BART AND DULT'URAL Co111111~111oN HG~`ELO~J~ANY`I*A REVENUE RECIPIENT AGRE~NI~NT~ The Site of Texas kCNOV~ ALL DY THESE PRESENTS: bounty of Nuece This Hotel Occupancy Tax Revenue Recipient Agreement ~"Agreerr~ent"} 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 ttCi~ IVlenaer"}, and C.C, SYMPHONY SOCIETY {"RecipientF'~, ~ Texas non-profit ~ y cor oration, qualified as ~~ ~~}~3} organization under ~~ U.S.C. Section 50~ ~~}{}. p Whereas, the City has ailocated BOO in Hotel Gccupancy Tax revenue ~"Grant funds"} to enable Recipient to perform those activities described in Exhibit "A" "Activities"}, copy of which i attached to this Agreement and incorporated by reference; Whereas, City desires to encourage and fund activities that promote the arts and in loin so serve to promote tourisr~ and the convention and hotel industry within the City g of Corpus Christi, in accordance with Chapter 1 of the Texas Tax fade; VlJherea Recipient desires to provide those activities that promote the arts, and in loin so serve to prarnote tourism and the convention and hotel industrywithin the City g of Carpus Christi, as the sole or contributory producer of the activities described in Exhibit "A" ~{`Activities"}; Whereas, City has determined that there exists a genuine need for Recipient's Arts ro rare in the City of Corpus Christi and wishes to encourage the production of pg . Recipient's Arts Program through the funding of these Activities; EVow, therefore, City and Recipient agree as follows; I. Pur ose. The City desires to expend funds from the City's Hotel Gccupancy Tax p Revenue to fend activities produced by non-profit, camrnunity-oriented organizations, s ecificall those programs that promote the arts and in doing so also promote tourism p Y and the convention and hotel industrywithin the City of Corpus Christi !I. Term. This a regiment commences on the 1~~ day of Manua , ~oOS and terminates g ors the ~ ~ day of December, ~008~ ill. i~v' Du~i~_ ~~~ agrees to pay Recipient 8~ out of revenue from the City of 207-477 occupancy Tax fund for use in accordance v~rith section iV 1~1i31~7 amity be liable for an amount in excess of this grant amount. 1V~Z0~7-~88 ~ yr~phon~ society Page ~ of 8 111. Recl ien~' ~u#ie. In Consideration for receipt of grant funds, Recipient agrees ~ ~•~s ~~ rforrn those activities described in the attached and incorporated ~xhib~t ~ . This to pe eri~ormance shall inciude those activities that are eligible for funding under section p . i 5~ . ~ o~ a ~ of the Texas Tax bode and those activities that are ineligible far funding ~ { ~~ ~ under that section o~the Texas Tax bode but are inherent in and essential to the sutcess~ul production of Reoipient's Activities. 11. Ali ibie Activiti~. Use of rant funds by Recipient is limited to those activities g that, without exception, meet ail three of the following requ~rer~ents: A the activities are described in the attached and incorporated ~~chibit "A" ~~ (B) the activities are in the categories of art that are eligible far funding as described in Section 351.101(a}(4) of the Texas Tax Code. he activities romote the arts end in doing so a[so promote both tourism and ~~ t p . the convention and hotel indutrywithin the ~~ty of corpus ~hrist~. Pra~tion of Touri~ and the Convention and hotel Indust. Recipient must IJi. . activel romote tourism to the City and the City's hotel and convention industry as a Y ~ the cal of ~eci Tent's Activities, This may be accomplished by working to increase g ~ with tuber of out-of~town ro ram attendees through target promotion and byv~orking nu p g the Total Hotel~Motel and ondon~iniurr~ Associations. Com letion ~~ ort. Reoi Tent mustsubmitto the City's director of Parks and ion "director" a cony letion re art ~ Report }, a copy of ~rhich a attached and Retreat ~ ~ p ~ ` ed into this A regiment b reference as exhibit "B", no later than thirty {~} ~ncarporat g Y . f [Iov~in the termination of this A reerr~ent. The girector, or his designee, shall days o g g ~ , . vievu this Re art to veri whether the grant funding provided to Rec~p~ent was spent re p f Y in accordance with the re uirements in this Agreement. ~I ~ec~~~errt wf~~ rrat ~e q .. .. ~ ~~ a ~ far Grant Purr ~n the ne# cafer~dar year ~f that ~ec~p~er~t fa~~s to ~r~rt r"fs 14e art v~tthrr~ thi~# {0~ days fafla~v~r~~ the terr~rrration of fhrs ~ Y A reemer~~. ~hr' re u~re~rer~t ~w~l~ be strictly er~far~e~. ~a~y recar~r~er~datror~ or e~ f ~ ! R . ~ar~ b the ~ that 14eor Genf may be el~g~~le to apply far Grant frraf far tr~d~cat y tY ~ ext oaler~dar ear is car~tirr er~t span the timely u~r~rs~or~ of thfs #~epart, the ~ ~ d eoi it~t shall ~e declared inelr~ile to apply far Granf fund far the next an p far ear if Reci ier~~ fails to ~ir~ely meet this reg~lrer~entr The Report rr~ust cale~r Y ~ includethe following Criteria; ~ U~ritten assurance to Cit that all Activities funded by the City served to ~} Y mote the arts in the carnrnunit . This shalt be evidenced by providing the pity pro y . , with a v~ritten decri tion of Recipient's marketing or advertNS~ng strategy. ~ For ail Activities funded by the City, Recipient must submit to the City a ~~ en estimate of the number of Recipient's Arts program attendees that reside watt outside the territorial limits of the City of Corpus Christi. This maybe aCCOm fished b the use of a visitor log, by tallying the nunnber of out~of-torn p y H:I[.E~-~IR1Jeann~~lLisalAgmt-CCympnanyS~c.dac Page of 8 billings or by listing the out-of-town massing addresses gathered through the ticket sales process. ~} An estimate ofthe total Arts Program attendance. ~D} A statement of Recipient's Arts Prograr~ revenues and expenditures. vfll. Recor'~d Retention. Recipient must at all times during the term of this Agreerr~ent, and forthree years following the expiration of the Agreement, keep true, accurate, complete, and auditable records. Recipient agrees to: ~~} at least annually make periodic reports to the City of its expenditures from the rantfunds given under this agreement; and {B make records ofthese expenditures available for reviewto the City. IBC. ~isburer~ent of Funds, Recipient understands and agrees that payment by the City of grant funds under this Agreement is contingent upon Recipient's full com liance with the reguirerr~ents ofthis Agreement. should ~irectordetermine during p the Agreement's term that Recipient has failed to comply with the requirements contained in this Agreement, theAgreernent is subject to termination in accordance with Section X1lll, listed below, and a!I rantfunds must be repaid to the City. . Une~pen~ed funds. Upon termination of this Agreement, Recipientrrrust promptly refund to City any unexpended grant f undsF ~I. Advertising. Recipient must recognize the City of Corpus Christi a a contributor on all advertisements and publications regarding Recipient's Arts Program. Recipient must provide Directorwith a copy of all Recipient-sponsored advertising and promotion materials regarding its Activities. ~CII. l~lodi~cations and waivers. No provision of this Agreement may be altered, changed, rnadified, or waived. VIII. Reistions~ip between parties. Nothing in this Agreement shall constitute a partnership, point venture, or principalRaent relationship between the parties. ~I11. ornpiiance with ~.aws. Recipient shall observe and obey al! applicable laves, ordinances, regulations and ruses of the federal, state, Country and City governments This A regiment i ub~ectto applicable provisions of the City Charter and the City Code g of ordinances. ~v. Non-discrimination. Recipienthall not discriminate, or permit discrimination a ainst any person or group of persons, a to employment or in the provision of ~ + ~ ~ ~ r ~ services, activities, and programs. Discrirn~nation a it pertains to this section includes discrimination on the basis of race, religion, national origin, sex, disability, or age, or in an other manner that is prohibited by the laws of the United states or the state of y TexasF Director retains the right to take action deemed necessary by Director tv Fi:1L~C•DIRIJeann~elLisalAgmt-ccSymp~pnyoc.doC Page 4 0# 8 en#or~e this non-di~crir~~nation ~ovennt~ 1liolation of this provision v~tll result in the iremediate termination ~~ this Agreement. XVI. Indemnity, To the extent allowed by Texas law, Recipr"ent hereby fully agrees to indemnify and hold harmless fhe City of Corpus Christi, ifs officers, employees, representatives, licensees, and invitees ("indemnitees") against any and all 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 parf, or claimed to have arisen out of, been connected with, or have been caused by, any actor omission, negligence, or misconduct on the part of lndemnitees 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 r`njury or damage results from a violation by the lndemnitees or Recipienf, or Recipient's agents, servants, employees, guesfs, contractors, patrons, licensees, or invitees, of any Iaw, statute, ordinance, or government order of any kind. Further, Recipient wr"!1 indemnify and hold harmless lndemnitees where injury or damage results or arises out of the exercise or rights or performance of obligations created by this Agreement. These #erms of indemnification are efiFective regardless of whe#her said injuries or damages result from the sole negligence, contributory negligence, or concurrent negligence of lndemnltees. Recipient must, at its own expense, investigafe all claims and demands, attend fo their final resolufion either by settlemenf or ai~herwise, defend all actions with counsel safisfactory to Indemnitees, and pay al! costs and expenses related to such actions on accoun# of liability, damage, loss, claims, demands, or actions, including attorney fees. i~V~~. Trrni~at~on. ~A} The pity nay terrnir~ate this Agreement #or any o#the #ollov~ing reasons: ~~ }The pity nay irnr~ediately terminate the Agree~en# die to any ~rio~ation by Recipient of section ~!1! or XV of this agreement. H:I~.~G-DIRl~eanni~lLlsaU~gmt-CCym~n~ny~oc.d~c pageaf8 ~ The fit ma terminate this Agreement due to failure by the Recipient to substantially perform the Activities described in ~x~~b~t "A . Director has the sole discretion to make the determination that rantfunds were used far activities that did notfali within the permitted applications oftax revenue under section ~~ .~ g~ ~a} of the Tax bode. The pity may terminate the Agreement upon thirky {3g}days written native, specifying that the Directorhas determinedthatrantfundsere used farpurpases athe~ than those allowed under section ~~ . ~ ~ ~ ~a} of the Tax bode, and re wire Reci ie~tto reirnbursethe ~ityall rantfunds award. hauld i ~ ~ ~ Reoi ientand Director agree an a modification to the activities pc~f~ed p in exhibit "A" and execute a written madificatian ~n compliance with section III of this Agreement, tl~e pity v~ill not terrr~inate the Agreement due to Reci Tent's failure to adhere to the original, superseded contract p terms. The fit ma terminate this Agreement due to Recipient's use of ~~ y y . grant funds to a for activities other than those qualifying as eligible PY Activities under sevtion V of this Agreement. Director has the sole discretion to rake the determination that grant funds gore used far activities other than thane qualifying as eligible Activities. The pity may terminate the A reoment upon fourteen X14}days ~rritten native, and 9 re wire Reci~ientto reimburse theityall rar~tfunds awarded. q B Reci lent ma terrr~inate this Agreement without pause upon thirty ~g}days ~~ Y written native to pity. If Revipient chooses to terrr~inate the Agreement, Reci ier~t must repay all grant funds awarded, whether those funds were R e~cpended an Eligible Activities or not V#Il. everbilit . If any term or provisEOn of this Agreement ar its app#ivation to a Y ersan ar cirvumstance is deterr~ined to be illegal, unenforceable ar invalid, the rer~ainder of this A reernent will not be affected by that illegality, unenfarveability, ar g invalidit . Ta the extant osible, similar legal, valid, and enforveable terms will Y ~ utarnativall be substituted far those that are found to be illegal, invalid, and Y unenforceable. ~Cl. farce Ma'eure. vvith respevt to any duties, abligatians, ar covenants {~u~ nab rn~udrr~ tfre v ~e#rorr Report requ~re~ b~ ect~or~ 1f1~~ to be performed, or ~ ~ consideration to be rovided to either party during the term of this Agreement, the party P so abli ated shall in no event, he liable forfaiiure to perform when prevented from g lain a b an cause be and the reasonable vontrai of that porky including, without 9 Y y y itation: strike lockout breakdown, accident, order or regulat~an of any gavernrnental Ism autharit failure of u I ,inability, by the exorcise of reasonable diligence, to obtain y, pp y lies arts yr em !o acs necessary to perforr~ services, or because of war, natural supp : p p y isaster or other emer env ~ The time when that duty, obl~gat~on, ar covenant must be d g Y erforrned or consideration must be provided will be extended far a period of time p e uivalent to the Bela due to the cause beyond the cantrai of the party obligated. g y H~1L~~•QIRl~eanni~ILisalA~mt-CCSym~nonyS~c.~oc ~~~~ ~ of 8 Ali notices demands, re nests, or replies ~"communications"} provided i~~. Notices. ~ ~ . , ' d under this A regiment b either party must be in wrEting and must be for or perrn~tte 9 y one of the foliowin methods: ~~ } personal delivery; ~~} deposit v~ith the delivered by ~ Postal Service via certified or registered mail, return receipt requested, United States id' re aid tele rarn; 4 deposit r~ith an overnight express delivery postage preps , ~ } p p 0 ~ ~ ' rvice has been re aid; or } fax transn~ittai. Notice deposited with service, fog wh ich se p p ~ ' States Pastel Service in the manner described above will be deemed the lJ n ited ' o ~ business da s after deposit with the United States Postal Service. effective t ~ } Y ' m or overni ht ex Tess delivery service in the rrranner described above Nance by telegra 0 p ' med effective one ~ business day after transmission tothe telegraph v~rili be dee ~ ~ r overni ht ex Tess carrier. Notice by fax will be deemed received upon cor~pany o g p . roof of delive to the receiving party. All commun~cat~ons must be transn~~ion with p ry made to: If to pity: pity of corpus Christi Director, Parks Recreation P. 0. Box ~~?~ corpus Christi, T~ 78480-O~T~ X38 ~ } 880-348 ~ If to Recipient: . rn hon Societ 'c~ ~ ' ~ ~~ ~~ N. arancal~u~ Tvwe~ ll Ste ~9 0 for ~ 1~risti Texas 7~4~8 ma than a the address to which notice is sent by providing notice s ~~ther party y 0 . Reci lent must notif fit of an address change within thirty ~0} described above p ]~ days after Recipient's address has changed. failure of either art to complain of any act or omission on the pad I. 1~1~a~ver. the p ]~ rt no matter how ion the same may continue, will not be deemed a of the other is y, g ' n of its ri hts as enumerated in this Agreerr~ent. No waiver of waver by sa~~d party cf a y g ndition or breach of an cQVenant or condition of this Agreement by any covenant or co Y ime ex ress or im lied, will be taken to constitute a waiver of any ether party at anyt p p he covenant or condition. Notwithstanding any indulgence of subsequent breach of t the ~eci gent of the rovisions of this Agreement, it is expressly any breach by p p rs od that the fit ma at an tinne avail itself of its remedies under this undo to y ]~ y includin the ri ht to terminate the Agreement on account of breach or Agreement, ~ g g default. u•u ~f;.T]lRl_laanr~i~ll i~alAamt-CCSVrt1~~OnVSO~.dOC Page ~ of S ~~ll. ~ntiret . Thi~A reement and alb exhibits attached oontitute the entire and sole Y ~ a reer~ent between the parties regarding the subject matter described in this A reement. No other~vritten docur~ents or oral representations will have any force or effect on the subject matter of this Agreement. ~CX111. a tions. The captions contained in this Agreement are not a part ~~ this A regiment and do not in any vuay affect or alter tie terms of this Agreement. 9 ~C~CIV. Asst nrnent. This Agreement may not be, in utrhole or in part, assigned or 9 transferred directly or indirectly vuithout prior Britten consent of City. ~~ i an ors anal on the ~da executed in duplicate, each of which ~u~ll be considered g ]~ of , boo ATT~~ ~~Y ~ ~o~~tJS C~1R1T1 Armando Chaps, City etary ~earge ~C. Noe, City Manager ~o~e APPR~V~D: ~ ~ ~ ~~ ~ , ~~~ ~u~~~. ,* ~ 0~' ~ ~~~~~ Y '~ #~ ~ 4 Lisa Aguilar ~~~~~A Assistant City Attorney for City Attorney TATS ~~ T~~A CC~~~VTY of I~U~~s ~~ This ~nstrur~entuvs acknouvledged before a on , ~~ ~ ~ eor e K~ Noe, Cit Manager of the City of Corpus risti, a Tex h rye-rule 9 Y r~uni ' ai corpor~rtio be f€ of the corporation. Notary Pu b l ~c, State of Te~cas -*: ~~: ~,~ c~M~~ ~~~ :, ;r= (lrp1~91 i~•j r ~ ~pp~. •s}~~ + ~~~~141++,5y3 printed Name Comn~iion expires FoR ~~~~Pf~hlT Fl:1LEC •~I R1JeannieltisalA~mt-CCSympnonyac,doc ~ageSof8 ~~~ ~ ~ ~ ~ ~ ~ r ~~ e..~ ~~~~ ~F ~rEx~ ~~h~TY ~F ~IUEE ~~'h' ~ntrument a~ ~n d ed before m on ~f~ , ~O~T~ by ~ ~ m hon ooiet , ~ Tex non-profit corporation, l ~~ u~lified ~ a 5~1 c organi~~tion ur~de~ ~6 L.J..~. ect~on ~0~ {c}~3~, on behalf of the q ~ ~~ ~ corpo ti ~- Notary P ic, State of Texas Prir~tec~' ame Commission Expires lr7 ~ ~I ~,a;~';~~,~ ~~CA D~~A~~~~ ~ ~ ~ ~I~, ~tat~ of ~'~xss r +~• ... i~"~~ y ~1C1~~88~D11 ~Jf~f9S H:1~~G-D1 R1J eanr~i~l~isalAg mt-CCSympn~rrySoc.doc answer Questi ~~ this page oniy. In the fallowin s e, please write what you would like the Arts and Cultural Commission to know about your Proposed Project the project far which you are requesting funding}, Although brevity is valuedx clarity and completeness ere essentials This description will be a major component utilized during the review process, Maximum 2a~ words, ~ 2 paint fort. The ~ looks forward to bringing beck to Corpus Christi, child prodigy Conrad Tao on March 8, 2~0 during the Festival of the Arts. Conducted by Nlaostro John Giordano, the concert w+II feature this world-class pianist performing hotakovich's breathtaking Piano Concerko No. ~ . Attendees will also enjoy classical music including Clinka's Russian and l.udmilla and Rachmaninov's symphony No, ~, Conrad Tao began showing interest in the piano when he was ~ S months old when he was found playing children's songs. He began formal lessons at three, Two ~~}seasons ago, the CCC presented Conrad Taa and Pang Peng in a concerti entitled ~la~py ~ir~hday ~lozar~{ The sold-out concert was a complete success and the two ~~}boys also went to a Iocal elementary school and gave a small performance there as well. The citizens of Carpus Christi wanted morel Naw ~ , Tao will return to the beautiful TAMIJ-CC Performing Arts Center. This i an opportunity for tourists to experience the performance of a rising star in classical music. The CCO has became one of the tap regional professional orchestra's in the country. A core of musicians cone from the Coastal Bend, but many travel from around the state to play with the CCU. while in fawn, the musicians bring their families far the vueekend and greatly contribute to the local economy by way of hotels, restaurants, and ether attractions, This concert will be a hit, with the support of the Arts and Cultural Commission of the City of Corpus Christi. ~ .~r~{~~.~}~~t~~;~~ i{~~~~ ~~7~~~~~: ~'~.~r~~u~. ~_'1~~~t~t~_~~:~~~~~1t~~~~}~ ~~r~l~t~~~t'~~ ~'r'~~j~c:~ ~?[)~~} ~~~~~~~:: 1~~.~~r,r~~t~ r~~f..tlre~ ~'rr,c.~i{r~.~_' 19 i. ~...__ - 4~ 1