HomeMy WebLinkAboutC2008-537 - 12/16/2008 - ApprovedAGREEMENT BETWEEN THE CITY OF CORPUS CHRISTI AND
HARBOR PLAYHOUSE ("RECIPIENT")
A CHRISTMAS CAROL
(ARTS AND CULTURAL COMMISSION
RECIPIENT AGREEMENT)
The State of Texas
KNOW ALL BY THESE PRESENTS:
County of Nueces
This Recipient 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 HARBOR
PLAYHOUSE ("Recipient"), a Texas non-profit corporation, qualified as a 501(c)(3)
organization under 26 U.S.C. Section 501(c)(3).
Whereas, the City has allocated $3,941 ("Grant funds") to enable Recipient to perform
those activities described in Exhibit "A" ("Activities"), a copy of which is attached to this
Agreement and incorporated by reference;
Whereas, City desires to encourage and fund activities that promote the arts and in
doing so serve to promote tourism and the convention and hotel industry within the City
of Corpus Christi, in accordance with Chapter 351 of the Texas Tax Code;
Whereas Recipient desires to provide those activities that promote the arts, and in
doing so serve to promote tourism and the convention and hotel industry within the City
of Corpus 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
program in the City of Corpus Christi and wishes to encourage the production of
Recipient's Arts Program through the funding of these Activities;
Now, therefore, City and Recipient agree as follows
I. Purpose. The City desires to expend funds to fund activities produced by non-profit,
community-oriented organizations, specifically those programs that promote the arts
and in doing so also promote tourism and the convention and hotel industry within the
City of Corpus Christi.
II. Term. This agreement commences on the 1st day of January, 2009 and terminates
on the 315 day of December, 2009.
III. City's Duties. City agrees to pay Recipient $3,941 for use in accordance with
Section IV below. In no event will City be liable for an amount in excess of this grant
amount.
2008-537
M2008-329
12/16/08
Harbor Playhouse
IV. Recipient's Duties. In consideration for receipt of Grant funds, Recipient agrees to
perform those activities described in the attached and incorporated Exhibit "A". This
performance shall include those activities that are eligible for funding under Section
351.1O1(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. Recipient shall provide for admittance
of four (4) Arts and Cultural Commissioners or their representatives to each funded
project.
V. Eligible Activities. 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 "A"
(B) the activities are in the categories of art that are eligible for funding as
described in Section 351.1 O1(a)(4) of the Texas Tax Code.
(C) the activities promote the arts and in doing so also promote both tourism and
the convention and hotel industry within the City of Corpus Christi.
VI. Promotion of Tourism and the 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 be accomplished by working to increase the
number of out-of-town program attendees through target promotion and by working with
the local Hotel-Motel and Condominium Associations.
VII. Completion Report. 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 "B", no later than thirty (30)
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 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 or
indication by the City that Recipient maybe eligible to apply for Grant funds for
the next calendar year is 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. The Report must
include the following criteria:
(A) Written 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 by the City, Recipient must submit to the City a
written estimate of the number of Recipient's 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-town
billings or by listing the out-of-town mailing addresses gathered through the ticket
sales process.
(C) An estimate of the total Arts Program attendance.
(D) A statement of Recipient's Arts Program revenues and expenditures.
Copies of paid receipts for all project(s) expenditures must be attached.
VIII. Records Retention. Recipient must at all times during the term of this Agreement,
and for three years following the expiration of the Agreement, keep true, accurate,
complete, and auditable records. Recipient agrees to:
(A) at least annually make periodic reports to the City of its expenditures from
the Grant funds given under this agreement; and
(B) make records of these expenditures available for review to the City.
IX. Disbursement of Funds. Recipient understands and agrees that payment by the
City of Grant funds under this Agreement is contingent upon Recipient's full compliance
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
XVII, listed below, and all Grant funds must be repaid to the City.
X. Unexpended funds. Upon termination of this Agreement, Recipient must promptly
refund to City any unexpended Grant funds. The organization must be financially stable
to have qualified for funding/
XI. Advertising. Recipient must recognize the City of Corpus Christi as a contributor
on all advertisements and publications regarding Recipient's Arts Program by use of
the City's Arts and Cultural Commission logo, and must list the funded project with the
Corpus Christi Convention & Visitors Bureau for placement on the CCCVB website.
Recipient must provide Director with a copy of all Recipient-sponsored advertising and
promotion materials regarding its Activities.
XII. Modifications and Waivers. No provision of this Agreement may be altered,
changed, modified, or waived.
XIII. Relationship between Parties. Nothing in this Agreement shall constitute a
partnership, joint venture, or principal-agent relationship between the parties.
XIV.Compliance with 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.
XV. Non-discrimination. 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. Discrimination as it pertains to this section includes
discrimination on the basis of race, religion, national origin, sex, disability, or age, or in
any other manner 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 enforce
this non-discrimination covenant. Violation of this provision will result in the immediate
termination of this Agreement.
XVI. Indemnity. To the extent allowed by Texas law, Recipient hereby fully agrees
to indemnify and hold harmless the City of Corpus Christi, its officers,
employees, representatives, licensees, and invitees (`nndemnitees") 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
part, or claimed to have arisen out of, been connected with, or have been caused
by, any act or omission, negligence, or misconduct on the part of /ndemnitees 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 (ndemnitees in any
situation in which injury or damage results from a violation by the /ndemnitees 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
(ndemnitees where injury or damage results or arises out of the exercise or rights
or performance of obligations created by this Agreement.
These terms of indemnification are effective regardless of whether said injuries or
damages result from the sole negligence, contributory negligence, or concurrent
negligence of /ndemnitees. Recipient must, at its own expense, investigate all
claims and demands, attend to their final resolution either by settlement or
otherwise, defend all actions with counsel satisfactory to /ndemnitees, and pay all
costs and expenses related to such actions on account of liability, damage, loss,
claims, demands, or actions, including attorney fees.
XVII. Termination.
(A) The City may terminate this Agreement for any of the following reasons:
(1)The City may immediately terminate the Agreement due to any violation
by Recipient of section XIV or XV of this agreement.
(2)The City may terminate this Agreement due to failure by the Recipient
to substantially perform the Activities described in Exhibit "A". Director
has the sole discretion to make the determination that Grant funds were
used for activities that did not fall within the permitted applications of tax
revenue under Section 351.101 (a) of the Tax Code. The City may
terminate the Agreement upon thirty (30) days written notice, specifying
that the Director has determined that Grant funds were used for purposes
other than those allowed under Section 351.101 (a) of the Tax Code, and
require Recipient to reimburse the City all Grant funds award. Should
Recipient and Director agree on a modification to the activities specified
in Exhibit "A" and execute a written modification in compliance with
Section XII of this Agreement, the City will not terminate the Agreement
due to Recipient's failure to adhere to the original, superseded contract
terms.
(3)The City may terminate this Agreement due to Recipient's use of
Grant funds to pay for activities other than those qualifying as Eligible
Activities under section V of this Agreement. Director has the sole
discretion to make the determination that Grant funds were used for
activities other than those qualifying as Eligible Activities. The City may
terminate the Agreement upon fourteen (14) days written notice, and
require Recipient to reimburse the City all Grant funds awarded.
(B) Recipient may terminate this Agreement without cause upon thirty (30) days
written notice to City. If Recipient chooses to terminate the Agreement,
Recipient must repay all Grant funds awarded, whether those funds were
expended on Eligible Activities or not.
XVIII. Severability. If any term or provision of this Agreement or its application to a
person or circumstance is determined to be illegal, unenforceable or invalid, the
remainder of this Agreement will not be affected by that illegality, unenforceability, or
invalidity. To the extent possible, similar legal, valid, and enforceable terms will
automatically be substituted for those that are found to be illegal, invalid, and
unenforceable.
XIX. Force Majeure. With respect to any duties, obligations, or covenants (but not
including the Completion Report required by Section Vll) to be performed, or
consideration 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 perform when prevented from
doing so by any cause beyond the reasonable control of that party including, without
limitation: strike, lockout, breakdown, accident, order or regulation of any governmental
authority, failure of supply, inability, by the exercise of reasonable diligence, to obtain
supplies, parts or employees necessary to perform services, or because of war, natural
disaster, or other emergency. The time when that duty, obligation, or covenant must be
performed or consideration must be provided will be extended for a period of time
equivalent to the delay due to the cause beyond the control of the party obligated.
XX. Notices. All notices, demands, requests, or replies ("communications") provided
for or permitted under this Agreement by either party must be in writing and must be
delivered by one of the following methods: (1) personal delivery; (2) deposit with the
United States Postal Service via certified or registered mail, return receipt requested,
postage prepaid; (3) prepaid telegram; (4) deposit with an overnight express delivery
service, for which service has been prepaid; or (5) fax transmittal. 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 received upon
transmission with proof of delivery to the receiving party. All communications must be
made to:
If to City:
City of Corpus Christi
Director, Parks & Recreation
P. 0. Box 9277
Corpus Christi, TX 78469-9277
(361)826-3461
If to Recipient: See Exhibit A
Either party may change the address to which notice is sent by providing notice as
described above. Recipient must notify City of an address change within thirty (30)
days after Recipient's address has changed.
XXI. 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 as enumerated in this Agreement. No waiver of
any covenant or condition or breach of any covenant or condition of this Agreement by
either party at any time, express or implied, will be taken to constitute a waiver of any
subsequent breach of the covenant or condition. Notwithstanding any indulgence of any
breach by the Recipient of the provisions of this Agreement, it is expressly understood
that the City may at any time avail itself of its remedies under this Agreement, including
the right to terminate the Agreement on account of breach or default.
XXII. Entirety. This Agreement and all exhibits attached constitute the entire and sole
agreement between the parties regarding the subject matter described in this
Agreement. No other written documents or oral representations will have any force or
effect on the subject matter of this Agreement.
XXIII. Captions. The captions contained in this Agreement are not a part of this
Agreement and do not in any way affect or alter the terms of this Agreement.
XXIV. Assignment. This Agreement may not be, in whole or in part, assigned or
transferred directly or indirectly without prior written consent of City.
Exec to in duplicate, each of which will be considered an original, on the ~~day
of , 2009.
ATTEST: CITY OF CORPUS//CHRISTI
~/T/~*-
Armando Chapa, City Secretary n el R. Escobar, City Manager
APPROVED p~ ~ y , 2009
Lisa Aguilar(/
Assistant City Attorney
For City Attorney
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6Y CBtlNCIL...,~~,~/~,/~
-..... _.. _.. r ............... ~,
SfCRE'fARY~,~J~•
STATE OF TEXAS
COUNTY OF NUECES
This instrument was acknowledged before me on L , 2009, by
or the HARBOR PLAYHOUSE, a Texas no -profit corporation,
qualifie as a 5 1(c)(3) organization under 26 U.S.C. Section 501(c)(3), on behalf of the
corporation.
o ary Public, t to of Texas
Printed Name
Commission Expires_ //-~-(l y
.•~: JEANNIE HOLLAND
,e
- Notary Public, Stete of Texas
My Commission Expires
•-°; ^;;„.•`~` November Od, 2009
FOR RECIPIENT
HARBOR PLAYHOUSE
Exhibit A
Recipient will provide the project as described in Recipients proposal to the City Arts
and Cultural Commission, for the A CHRISTMAS CAROL project.
Recipient Mailing Address:
HARBOR PLAYHOUSE
! 3 r~a-n-E ~c~rlL
Cor~vs C ~`S-f-~~ T~. ~~ col
Exhibit B
Completion Report (described in Section VII) attached
City of Corpus Christi Arts Subgrant Program Completion Report
Complete a separate report for each project.
**Enter _Organization Name on bottom of EACH na¢e Subgrant Year:
Completion Report deadline, with all required attachments, is January 31st for all projects funded during the previous
Subgrant cycle. Funding will not be awarded for the upcoming funding cycle if previous year's completion report(s)
were not received by Jan. 31 deadline.
Part A
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Part B Refer to instructions and enterthe information in the blanks. Every blank must be filled in.
1. Project information Using instruction pages, choose the discipline which best describes the project for which you
were funded and enter the number.
Discipline
2. Geoeraahic/ Audience information Select below for answer to Audience Served
R-rural area-(less than 10,000), S-suburban area, U-urban
A =all of above
a-Audience Served
Using instruction pages, choose the best categories which best described your audience.
b- Audience Characteristics
3. Attendance (excludine aarticiaants)
a-total audience attendance _
b-total out-of--town attendees
c-total out-of-country attendees _
Describe the method(s) used to track out-of--town attendees (attendees that reside outside the
the City of Corpus Christi that would likely have caused increased hotel and convention
activity for the City of Corpus Christi by attending your project): Be VERY specific and
detailed.
4. List the approximate oercentaee of the race /ethnic make-up served by this oroiect:
American Indian % Asian /Pacific
• African American % Hispanic
White % *TOTAL
Organization name: Project Name
Part C Personoel/Proeram Information
Provide the actual number of individuals who participated in the project in the following spaces:
1. Artists who received a fee
2. Artists who volunteered time or work
3. Non-Artist volunteers
4. Full-time personnel
5. Part-time personnel
Part D Project Summary.
1. Descriation of Project. Were stated objectives on the application form for this project met.
(Be very specific and refer to the objectives you listed in your project application)
2. Marketin>: Component of Project. Provide copies or samples of all checked items below. (Provide a
printed copy of your organizations Website page, which demonstrates ACC logo or acknowledgement).
^ Organization's Website
^ Newsletters
^ Press Releases
^ TV Ad
^ Radio
^ CCCVB Website
^ Magazines
^ Banners
^ Posters
^ Email
^ Newspaper Ads
^ Post Cards
^ Brochures
^ Billboard
^ Other
3. Describe the outreach and marketing strategy for ethnic communities or special constituencies Provide
copies or samples of all checked items:
^ News/Press Releases ^Invitations ^ Project Program ^ Other
4. Additional comments about vour project. Feel free to attach additional pages.
Organization name: Project Name
-Part E-I ACTUAL PROJECT REVENUES (Rounded to the nearest Dollar)
REVENUES CASH CITY IN-HIND
Actual Earned Income (Subgrant)
a. Actual Ticket Sales $ $ $
(This Project Only)
b. Workshop Fees/Tuitions $ $ $
c. All Other Earned Income (Specify):
Fundraisine $ $ $
Audition & Entrant Fees $ $ $
Memberships $ $ $
Unearned Income
a. Government Grants (Specify)
C~ Sub~rant $ $ $
$ $ $
b. Foundation Grants (Specify): $ $ $
$ $ $
c. Other Uneamed Inc. (Specify)
PROJECT TOTAL
Contributions; Sponsors. Donations $ $ $
Memberships $ $ $
Other: $ $ $
1. TOTAL REVENUES ~ > ~ > ~ >
The figure in the lower right corner -r- represents the total Revenues associated with this project.
Please note that in-kind resources may not exceed 25% of this total.
-1
Organizational Name: Project Name
Part F - 1 ACTUAL PROJECT EXPENDITURES (Round to the nearest dollar)
1. EXPENDITURES CASH CITY IN-KIND
(How did you apend (GOOtla/servicea)
the gronl°)
a. Administration:
Allowable Staff Salaries
(This project only)
$
xxxxxxx
$
Professional Fees: $ $ $
Other: $ $ $
b. Travel Expenses:
Codeine $ $ $
Other: $ $ $
c. Other Expenses
Etc uipment Rental $ $ $
Exhibition $ $ $
Facility Rental(sl $ $ $
Insurance $ $ $
Other: $ $ $
Promotion/Advertisine $ $ $
Printing- $ $ $
Shiooine $ $ $
SuQplies $ $ $
Sub-totals
PROJECT TOTALS
TOTAL EXPENDITURES ~ > ~ > ~ > ~ r
The figure in the lower right corner -r- represents the total Expenditures associated with this project
Attach copies of paid receipts for all project expenditures.
(PLEASE ADD ATTACHMENTS AS NECESSARY TO CLARIFY EACH SECTION OF YOUR PROJECT
and LABEL EACH ATTACHMENT AS TO WHAT SECTION IT APPLIES)
~ NOTE....DO NOT CREATE YOUR OWN FORMS
USE ONLY THIS FORM
Organizational Name: Project Name