Ordinance No. 3,56130210 -'1
ORDINANCE NO. 3561
AN ORDINANCE AUTHORIZING AND DIRECTING THE CITY
MANAGER OF THE CITY OF BAYTOWN TO EXECUTE A
CONTRACT WITH THE BAY AREA HERITAGE SOCIETY WITH
REGARD TO THE SUPERVISION AND MANAGEMENT OF A
MUSEUM AND MUSEUM PROGRAM; AUTHORIZING PAYMENT BY
THE CITY OF FIFTEEN THOUSAND & NO/100 ($15,000.00)
DOLLARS WITH REGARD TO SUCH AGREEMENT; AND PROVID-
ING FOR THE EFFECTIVE DATE HEREOF.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS:
Section l: That the City Council of the City of Baytown hereby authorizes
and directs the City Manager to execute a contract, a copy of which is attached as
Exhibit "A ", with the Bay Area Heritage Society which provides for services to be
rendered by the Society in the supervision and management of a museum and
museum program in the City of Baytown, Texas.
Section 2: That the City Council hereby authorizes payment of $15,000.00 to
the Bay Area Heritage Society as compensation for the services rendered under the
Contract.
Section 3: That this Ordinance shall take effect from and after its passage.
INTRODUCED, READ, and PASSED by the affirmative vote of the City
Council of the City of Baytown this the 10th day of February, 1983.
NETT O. HUTTO, Mayor
ATTEST:
1LEEN . HALL., City Clerk
AN ALL B.STRONG, City Attar
Exhibit "A" 30210 -1a
THE STATE OF TEXAS
COUNTY OF HARRIS
This AGREEMENT between the City of Baytown, a municipal corporation of
Harris County, Texas, hereinafter called "City" and Bay Area Heritage Society, a
non - profit corporation ' of Harris County, Texas, hereinafter called "Society ".
WITNESSETH:
WHEREAS, the Society has been organized in the public interest of the City
of Baytown to promote and faster the heritage of the City of Baytown, and the
Greater Baytown Area; and
WHEREAS, the City Council of the City of Baytown has determined that it is
in the public interest that the heritage of the City of Baytown be developed, pre-
sented, and interpreted to the members of the general public; and
WHEREAS, The City and Society desire to operate a museum and the
attendant museum programs following mutually acceptable guidelines; and
WHEREAS, such a museum is a public service that would normally come
within the purview of the Parks and Recreation Department of the City of
Baytown; and
WHEREAS, such museum is intended to portray the historical development of the
City of Baytown; and
WHEREAS, the museum is to be made available to the general public as
provided herein for cultural, educational, historical, recreational, and civic purposes;
and
WHEREAS, it is the desire of the City to cooperate with the Society in such
a worthwhile civic enterprise; NOW THEREFORE:
KNOW ALL MEN BY THESE PRESENTS:
1. That the City agrees to pay to the Bay Area Heritage Society the sum of
Fifteen Thousand and NO /100 ($15,000.00) Dollars for service to be rendered in the
continuing development, organization, supervision, and management of the museum
and museum programs for a one year period from January 1, 1983 to December 31,'
1983.
30210 -1b
2. That the Society for and in the consideration of the sum of Fifteen
Thousand and NO /100 Dollars agrees to do all things necessary to develop, organize,
supervise, and manage the museum and museum programs, which may include, but is
not limited to, conducting and promoting guided tours for schools, churches, clubs,
and senior citizens, preparing and publicly displaying exhibits, publications, postcards
and films, conducting lectures and study courses, demonstration of crafts common to -
our ancestors, providing professional and staff personnel, maintaining and operating
adequate facilities, and the performance of all other acts necessary to insure a
successful operation of such civic enterprise.
3. Society covenants and agrees that it will hire a professional curator to
staff the museum on a part time basis.
4. In no event will the city of Baytown pay more than Fifteen Thousand &
No /100 ($15,000.00) Dollars toward the successful operation of such museum and
museum programs.
5. Society covenants and agrees that it will keep the museum open to the
public for a minimum average of 20 hours a week, and on such other occasions as
public demand may justify.
6. The Society shall operate the museum free of charge. Any admission
charges or fees that may be collected by the Society, from the general public for
any entry or use of the museum shall be determined and established by City
Council. This provision shall not be construed, however, to prohibit the Society from
soliciting donations, dues or other funds from any person.
7. All money collected by the Society, and all income or revenues derived
from the operation of the museum shall be set aside to be used by the Society
solely in such a manner as to develop, operate, and maintain this museum and its
programs.
8. Accurate records of all receipts and disbursements shall be kept by the
Society and all accounts may be audited by the Finance Director of the City of
Baytown. The Society will disclose in these records that amount of funds that it
raised from whatever sources, including the sums derived from anonymous donations,
private contributions, admission fees, and concession revenues. These records shall
also show the names of operating personnel, salaries, and amounts necessary for
supplies and other incidental items as may be necessary and proper for the op-
eration of the museum.
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3010- 1c
9. Society agrees that it will submit to the City Council an annual report.
The report shall show participation, programs, number of tours, special exhibits, and
year's activities. The'report shall be submitted by January 31, 1983.
10. Society agrees to furnish the City with a copy of its 1983 budget.
1I. Society agrees to carry Public Liability and Property Damage Insurance
covering its operations and agrees to furnish the CITY, upon request, proof of
minimum liability coverage of limits of Five Hundred Thousand & No /100
($500,000.00) combined single limit.
12. The Society agrees to indemnify and does hereby indemnify, hold
harmless and defend, the City of Baytown, its agents, servants or employees, from
and against any and all claims for damages or injuries to persons or property of
whatsoever kind or character, whether real or asserted, arising out of or incident to
the operation of this museum service.
13. Society agrees that in the performance of its undertakings under this
contract it will strictly observe and abide by the ordinances of the City of
Baytown, the laws of the State of Texas, and of the United States of America as
the same may hereafter be amended or any new ordinances or laws which may be
enacted and will observe and abide by the highest principles of civic responsibility
to the end that neither public funds nor public property shall be used in any
manner, which is inimical to public confidence.
14. It is stipulated and agreed by the Society that said organization, through
its directors, utilizes and manages property owned by the public; and that said
organization depends in part on public funds for financing of its operations. In
recognition of this public trust, the Society hereby expressly agrees to exercise
appropriate care, prudence and diligence in the selection of members and the
election of directors for the purpose of assuring broad representation of the
community interest, and to act always in accordance with community goals and in-
the highest public interest. Further, the Society hereby expressly agrees to supply
the names of those persons selected as Board of Directors for filing as a public
record. Such directors shall faithfully and diligently exercise such authority as
herein conferred in conformity with the provision of this agreement and with the
terms and provisions of any contract now or to be in effect between the City and
the Society.
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30210— ld
15. The Board of Directors of the Society hereby expressly agrees to conform
in principle and, where applicable, with the procedures adopted by the City Council
in the conduct of its meeting, and the directors shall adopt appropriate and rea-
sonable regulations to this end.
16. The Society shall file a true and correct copy of its corporate charter,
with amendments, if any, and an accurate and complete copy of its bylaws and any
amendments thereto, with the Director of Parks and Recreation to be maintained as
a public record available for inspection to any person upon request during normal
business hours. In the event of subsequent amendments to said charter of bylaws,
true and correct copies of the same shall be timely filed with the Director of Parks
and Recreation.
17. In the event the City is of the opinion that the intent of this contract is
being violated by Society or its employees, the Director of Parks and Recreation
shall direct that such violations be corrected or abated, which order shall be obeyed
by Society within the time specified therein, except that the Society may have a
hearing before the City Manager if it files a prompt request therefore with the
Director of Parks and Recreation. Society may, within a reasonable time, ask the
City Council to review the subject matter of the controversy and the City Council
in its discretion may pass on the matter or grant a hearing thereon. The decision
of the City Council shall be final and binding and not subject to review by the
courts. Failure or refusal of Society to comply with any such order of the Director
of Parks and Recreation, if the same be not reversed by the City Council, shall
authorize the cancellation of this agreement.
18. It is expressly agreed and understood by all parties hereto that the
Society is an independent contractor in its relationship to the City of Baytown.
Nothing herein contained at any time or in any manner shall be construed to effect
an agreement of partnership or joint venture or render any party hereto the
employer or master of any other party and /or its employees, agents or represen-
tatives. All necessary operating personnel shall be deemed employees of the
Society.
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30210- le
18. The City Council reserves the right
to
cancel this contract in
the event
the services performed by Contractor
hereunder
are
unsatisfactory in the
judgment
of the City Council, and further for the violation of any provision hereof. Can-
cellation for cause may be ordered by the City Council at anytime during the life
of the contract.
EXECUTED this the day of , 1983•
ATTEST:
EILEEN P. HALL, City Clerk
President
ATTEST
Secretary
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CITY OF YTOWN
FRITZ AM, City Manager
BAY AREA HERITAGE SOCIETY