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Ordinance No. 4,91180128 -2 ORDINANCE N0. 4911 40, AN ORDINANCE AUTHORIZING AND DIRECTING THE CITY MANAGER TO EXECUTE AND THE CITY CLERK TO ATTEST TO A CONTRACT WITH BAYTOWN SENIOR CITIZENS ADVISORY ASSOCIATION WITH REGARD TO THE SUPERVISION AND MANAGEMENT OF A BAYTOWN ® SENIOR CITIZENS INFORMATION AND RECREATION PROGRAM; AND PROVIDING FOR THE EFFECTIVE DATE HEREOF. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS: Section 1: That the City Council of the City of Baytown, Texas, hereby approves a contract with the Baytown Senior Citizens Advisory Association and authorizes the City Manager and City Clerk of the City of Baytown to execute and attest to said contract with regard to the Senior Citizens Information and Recreation program. A copy of said contract is attached hereto, marked Exhibit "A," and made a part hereof for all intents and purposes. Section 2: This ordinance shall take effect immediately from and after its passage by the City Council of the City of Baytown. INTRODUCED, READ and PASSED by the affirmative vote of the City Council of the City of Baytown, this the 28th day of January, 1988. ATTEST: EILEEN P. HALL, City Clerk RANDALL B. S ONG, Ci ttorney C:1:36:2 r: em"M L J EXHIBIT "A" v n 80128 -2a 80128 -2b THE STATE OF TEXAS § § AGREEMENT COUNTY OF HARRIS S THIS AGREEMENT is between the CITY OF BAYTOWN, a municipal corporation of Harris County, Texas, hereinafter called "City" and Baytown Senior Citizens Advisory Association of Harris County, Texas, hereinafter called "the Association." W I T N E S S E T H WHEREAS, the Baytown Senior Citizens Advisory Association has been organized in the public interest of the City of Baytown to promote and coordinate the dissemination of information on senior citizen programs and services through operation of an information and recreation center. WHEREAS, the City Council of the City of Baytown has determined that it is in the public interest that information on senior citizen programs and services be promoted, coordinated and disseminated; and WHEREAS, such a center is a public service that would normally come within the purview of the Parks and Recreation Department of the City of Baytown; and WHEREAS, the center 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 Association in such a worthwhile civic enterprise; NOW THEREFORE, ® KNOW ALL MEN BY THESE PRESENTS: r: -qIa! a s.a:� i . 1. That the Association for and in consideration of the City furnishing the use of room, utilities, restroom supplies, and janitorial services, along with existing fixtures such as ® desk, chairs, tables, pool table, table tennis table, coffeepot, and television, agrees to do all things necessary to develop, organize, supervise, and manage the Baytown Senior Information and Recreation Center, which may include, but is not limited to providing, coordinating, and disseminating information on programs, goods and services available to senior citizens. 2. The Association covenants and agrees that it will furnish a) refreshment supplies, i.e. coffee, cream, sugar, cups, plates, napkins, etc., b) office supplies, i.e. paper, pen, etc., c) provide a coordinator who will direct and coordinate center activities in the Baytown Senior Center and will also be responsible for scheduling volunteers to oversee the center Monday through Friday, and d) other necessary supplies as needed. 3. The Association covenants and agrees that it will keep the center open to the public from 9:00 a.m. to 5:00 p.m., 5 days a week, and on such other occasions as public demand may justify. 4. The Association covenants and agrees that the provided room will be opened and closed by a Parks and Recreation employee. No keys will be issued to the Association. 5. The Association covenants and agrees that the provided room will be opened only when there is an assigned Association ® member on duty in the reception area. - 2 - 80128 -2d Is6. The Association covenants and agrees that the kitchen will be shared with Tejas Room renters. 7. The Association shall operate the center free of charge. Any admission charges or fees that may be collected by the Association from the general public for any entry or use of the center shall be determined and established by City Council. This provision shall not be construed, however, to prohibit the Association from soliciting donations, dues or other funds from :7 any person. 8. All money collected by the Association, and all income or revenues derived from the operation of the center shall be set aside to be used by the Association solely in such a manner as to develop, operate, and maintain the center and its programs. 9. Accurate records of all receipts and disbursements shall be kept by the Association and all accounts may be audited by the Finance Director of the City of Baytown. The Association 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 operation of the center. 10. The Association agrees that it will submit to the City Council a written annual report. The report shall show - 3 - 80128 -2e participation, programs, number of contacts, special exhibits, and year's activities. The report shall be submitted not less than 90 days in advance of the contract renewal date. ® 11. The Association 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 the center. 12. The Association 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 by 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. 13. It is stipulated and agreed by the Association that said organization, through its officers, 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 Association hereby expressly agrees to exercise appropriate care, prudence and ® diligence in the selection of members and the election of - 4 - 80128 -2f ® officers 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 ® Association hereby expressly agrees to supply the names of those persons selected as officers for filing as a public record. Such officers 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 Association. 14. The officers of the Association 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 Association shall adopt appropriate and reasonable regulations to this end. 15. The Association shall file a true and correct copy of its constitution, 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 constitution or bylaws, true and correct copies of the same shall be timely filed with the Director of Parks and Recreation. 16. In the event the City is of the opinion that the intent of this contract is being violated by the Association or its employees, the Director of Parks and Recreation shall direct that such violations be corrected or abated, which order shall be obeyed the Association within the time specified therein, except - 5 - 80128 -2g that the Association may have a hearing before the City Manager if it files a prompt request therefore with the Director of Parks and Recreation. The Association 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 the Association 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. 17. It is expressly agreed and understood by all parties hereto that the Association is an independent contractor in its relationship to the City of Baytown. Nothing herein contained at anytime 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 representatives. All necessary operating personnel shall be deemed employees of the Association. 18. This agreement will become effective February 1, 1988, and will renew annually starting October 1, 1988, through September 30, 1989, unless either party notifies, in writing not less than 90 days in advance of the renewal date, the other of its intent to terminate. ® 19. The City Council reserves the right to cancel this contract in the event the services performed by the Association hereunder are unsatisfactory in the judgment of the City Council, - 6 - 80128 -2h ATTEST: EILEEN P. HALL, City Clerk ATTEST: Secretary 5:5:22:1 Et I FRITZ LANHAM, City Manager BAYTOWN SENIOR CITIZENS ADVISORY ASSOCIATION President - 7 - and further for the violation of any provision hereof. Cancellation for cause may be ordered by the City Council at anytime during the life of the contract. EXECUTED this the day of 1988• CITY OF BAYTOWN ATTEST: EILEEN P. HALL, City Clerk ATTEST: Secretary 5:5:22:1 Et I FRITZ LANHAM, City Manager BAYTOWN SENIOR CITIZENS ADVISORY ASSOCIATION President - 7 - THE STATE OF TEXAS § § AGREEMENT COUNTY OF HARRIS § THIS AGREEMENT is between the CITY OF BAYTOWN, a municipal corporation of Harris County, Texas, hereinafter called "City" and Baytown Senior Citizens Advisory Association of Harris County, Texas, hereinafter called "the Association. " WITNESSETH WHEREAS, the Baytown Senior Citizens Advisory Association has been organized in the public interest of the City of Baytown to promote and coordinate the dissemination of information on senior citizen programs and services through operation of an information and recreation center . WHEREAS, the City Council of the City of Baytown has determined that it is in the public interest that information on senior citizen programs and services be promoted, coordinated and disseminated; and WHEREAS, such a center is a public service that would normally come within the purview of the Parks and Recreation Department of the City of Baytown; and WHEREAS, the center 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 Association in such a worthwhile civic enterprise; NOW THEREFORE, KNOW ALL MEN BY THESE PRESENTS: 1. That the Association for and in consideration of the City furnishing the use of room, utilities, restroom supplies, and janitorial services, along with existing fixtures such as desk , chairs , tables , pool table, table tennis table , coffeepot, and television, agrees to do all things necessary to develop, organize , supervise , and manage the Baytown Senior Information and Recreation Center, which may include, but is not limited to providing, coordinating, and disseminating information on programs , goods and services available to senior citizens. 2. The Association covenants and agrees that it will furnish a) refreshment supplies, i .e. coffee, cream, sugar, cups , plates , napkins, etc. , b) office supplies , i .e. paper , pen, etc . , c) provide a coordinator who will direct and coordinate center activities in the Baytown Senior Center and will also be responsible for scheduling volunteers to oversee the center Monday through Friday, and d) other necessary supplies as needed. 3. The Association covenants and agrees that it will keep the center open to the public from 9 :00 a.m. to 5 :00 p.m. , 5 days a week , and on such other occasions as public demand may justify. 4 . The Association covenants and agrees that the provided room will be opened and closed by a Parks and Recreation employee . No keys will be issued to the Association. 5. The Association covenants and agrees that the provided room will be opened only when there is an assigned Association member on duty in the reception area. - 2 - 6. The Association covenants and agrees that the kitchen will be shared with Tejas Room renters. 7. The Association shall operate the center free of charge. Any admission charges or fees that may be collected by the Association from the general public for any entry or use of the center shall be determined and established by City Council . This provision shall not be construed, however, to prohibit the Association from soliciting donations, dues or other funds from any person. 8. All money collected by the Association, and all income or revenues derived from the operation of the center shall be set aside to be used by the Association solely in such a manner as to develop, operate, and maintain the center and its programs. 9. Accurate records of all receipts and disbursements shall be kept by the Association and all accounts may be audited by the Finance Director of the City of Baytown. The Association 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 operation of the center . 10. The Association agrees that it will submit to the City Council a written annual report. The report shall show - 3 - participation, programs , number of contacts , special exhibits, and year' s activities. The report shall be submitted not less than 90 days in advance of the contract renewal date . 11. The Association 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 the center . 12. The Association 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 by 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. 13. It is stipulated and agreed by the Association that said organization, through its officers, 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 Association hereby expressly agrees to exercise appropriate care , prudence and diligence in the selection of members and the election of - 4 - officers 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 Association hereby expressly agrees to supply the names of those persons selected as officers for filing as a public record . Such officers 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 Association. 14. The officers of the Association 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 Association shall adopt appropriate and reasonable regulations to this end. 15. The Association shall file a true and correct copy of its constitution, 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 constitution or bylaws, true and correct copies of the same shall be timely filed with the Director of Parks and Recreation. 16. In the event the City is of the opinion that the intent of this contract is being violated by the Association or its employees, the Director of Parks and Recreation shall direct that such violations be corrected or abated, which order shall be obeyed the Association within the time specified therein, except - 5 - that the Association may have a hearing before the City Manager if it files a prompt request therefore with the Director of Parks and Recreation. The Association 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 the Association 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. 17. It is expressly agreed and understood by all parties hereto that the Association is an independent contractor in its relationship to the City of Baytown. Nothing herein contained at anytime 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 representatives. All necessary operating personnel shall be deemed employees of the Association. 18 . This agreement will become effective February 1, 1988, and will renew annually starting October 1, 1988 , through September 30, 1989, unless either party notifies, in writing not less than 90 days in advance of the renewal date, the other of its intent to terminate. 19. The City Council reserves the right to cancel this contract in the event the services performed by the Association hereunder are unsatisfactory in the judgment of the City Council, - 6 - and further for the violation of any provision hereof. Cancellation for cause may be ordered by the City Council at anytime during the life of the contract. EXECUTED this the Z day of , 1988. CITY OF BAYTOWN F ITZ M, City Manager ATTEST: EILEEN P. HALL, City Clerk BAYTOWN SENIOR CITIZENS ADVISORY ASSOCIATION President ATTEST: 4.ee Secretary S: 5 :22:1 - 7 -