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Ordinance No. 3,78840308 -2. I ORDINANCE NO_ 3788 ,4>~I Au ApVO A-TM= TF-MF C=gTM TO EXEt_ZiTE ARID T IE CITY C=L c3VJK TCD ATTEST Ti] A WETW4 SAY AREA &-WJMTAt -E SOOTY WITH FiEGAIiO TU TAE SUFW- MVISIC3" ANO OF A &MJSEUM ANA IARIgl./Ai F'F;C*GNFtA/Mf ^UT*4E3MIZ-W4M PAYWEh/T SY TI-E CITY OF FIFTEEN T"CXJSA "M0 THOiJSAiNO AiVO i4a 110O ( *'-S MME -003 i2---M-LA VMF A!n FOR THE EFF>`CTIVE E7I►TE E-E7iEOF. swwswww• rfsas�wwwiswwwwwtstttr- srts: w�wrr+► ww. rw• wfists�fw•t sasws�s�ww•rwws�w�rRay►sa -fw•s 40 8E IT O ;tCb^ f%Ep BY THE VVE CITY CF B^VTCMM, TE)KAS: Section is That the City C:auncil Of the City of Baytown= Texas, hereby approves a contract with Bay Area Heritage Society and authorizes the City Manager and City Cleric of the City of Baytown to gxerute and attest to said Contract with regard to the supervision and management of a museum and museum program. A copy of said contract is attached tsereto, rnmwiced Exhibit °A". and made a part hereof for ail intents and purposes. Section 2: The City Council hereby authorizes payment of FIFTEEN Tt" C)USAfVp AhiC P'lW100 (SA5,000 -00) I7aL-t_AFkS W Bay Area Fleritage Society with regard to the supervisions and management of a museum and museum program. Sectinn 3- This ordinance shall take effect immediately from and after its Passage by the City Council of the City of Baytown. =r4- FVkOKXICEOl I?EAO and PASSEa by the affirmative vote of the City Council of the City of Baytown, this the 8th day of holarch, 1984. / / e; 3 's F .. 7i E STATE OF TEXAS s CC NTY OF HAFtRI S s 0 Cl 40309 -2a THIS AiSMEMEM between the CITY OF BAYTOWN, a munic corporation of Harris County, Texas, hereinafter called "City" and BAY AREA HERITAGE SOCIETY, a non - profit corporation of Harris County, Texas, hereinafter called *Society°. W I T N E S S E T Hs MFEREAS, the Society has been organized in the public Interest of the City of Baytown to promote and foster the heritage of the City of Baytown, and the Greater Baytown Area; and **PEAS, 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, presented, and interpreted to the members of the general public; and W-iEitE"AS, The City and Society desire to operate a museum and the attendant museum programs following mutually acceptable guidelines; and W*3WAS, 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 YWEREAS, such museum is intended to portray the historical development of the City of Baytown; and W-EREAS, the museum is to be made available to the general public as provided herein for cultural, educational, historical, recreational, and civic purposes; and MEREAS, it is the desire of the City to cooperate with the Society in such a worthwhile civic enterprise; N13W 1EF��; 14 NM ALL MN 13Y WESE PKLbk --NTS % I. That the City agrees to pay to the Bay Area Heritage Society the sum of Fifteen Thousand and N0I100 (f015,001T.00) Dollars for service to be rendered in the continuing development, 1 40308 -2b organization, supervision, and management of the museum and museum programs for a one year period from October 1, 1983 to September 30, 1984. Payment shall be made quarterly in the amount of $3,750.00 per quarter. Payments shall be made on December 31st, March 31st, June 30th, and September 30th, 2. That the Society for and in the consideration of the sum of fifteen Thousand and ND /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 /l00 ($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 an 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 fr soliciting donations, dues or other funds from any person. 2 40306 --2c 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 solrly 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 Sdisclose in these records that amount of funds that it raised from whatever sources, including the sums derived from anonymous donations, private contributions, admission fens, 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. 9. Society agrees that it will submit to the City Council a written annual report. The report shall show participation, programs, number of tours, special exhibits, and year's activities. The report shall be submitted prior to the receipt of the final quarterly payment. 10. Society agrees to furnish the City with a copy of its 1984 budget. 11. 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 (x500,000.00) 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 -u•r property of whatsoever kind or character, whether real or asserted, arising out of or incident to the operation of this museum service. 3 rs x.a; "n_.,'!g '�" - -. __ --_ry , �..--r.. - - .«,:•h —.: - _ -. ..,.ea^+�-rr�c - :gS�n,yrl 40308 —id -�.. 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 epublic property shall be used in any manner, which is inimical to public confidence. ' 14. It is stipulated and agreed by the Society that said E 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 iiiii :yrcc —z n►_ •_nd with the terms and provisions of any contract now or to be in effect between the City and the Society. 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 reasonable 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 4 �7� 40308-218 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 tiles a prompt request therefore with the Director Of Parks and Recreation. Society may, within a reasonable time, ask the City Council to review the subiOct 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. IS- 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 ur " ally lf"If'"af 9"ll 2-0 effect an greement Of Partnership or Joint venture or render any party hereto the employer Or master of any other party and/or its employees, agents or representatives. All necessary operating Personnel shall be deemed employees of the Society. 19. The City Council reszrves 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- cellatian for cause may be ordered by the City Council at anytime during the life of the contract. 5 403 ©S -2f 1 EXEU°lTED t h i s t he � day of 1983. a C CITY oF° BAY1E ATTEST: • ty er- "` ATTEST See retary 0 6 ity Hager BAY AREA HOU TA13E MC1ETY e*i do nt