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HomeMy WebLinkAbout6/4/2008 - STAFF REPORTS - 2.D. ti 'Z c V N NV- /F ORN°,,v ` ___City Council Staff Report qS DATE: June 4, 2008 CONSENT CALENDAR SUBJECT: STAFF AUTHORIZED AGREEMENTS FOR THE MAY 1 THROUGH MAY 31, 2008 FROM: David H. Ready, City Manager BY: Office of the City Clerk SUMMARY The City's policies and procedures provide the City Manager authority to enter into agreements which are $25,000 or less. Staff is requesting this report be received and filed. RECOMMENDATION: Receive and file the Staff Authorized Agreements covering the period May 1 through May 31, 2008. STAFF AUTHORIZED AGREEMENTS Period Covered: May 1 through May 31, 2008 Contractor/Vendor/Description Contract Department Amount A5492 Aviation Data Group, LLG Subs cri tian A regiment $18,000.00 Airport B & T Works A5662 Civic Drive Street Improvements CP 07-10 $14,995,50 Engineering Change Order No. 1 (a CDBG project Palm Springs Art Museum Community & A5662 Programming Sponsorship $70,000.00 Economic The original contract documents are on file in the Office of the City Clerk. .A� P�MES THOMPSON, CITY LERK DAVID H. RE Item No. 2 . D . CULTURALIPROMOTIONAL AGREEMENT Palm Springs Art Museum This Agreement is entered into on 2008, by and between the City of Palm Springs, a municipa corporation and charter city, herein called "City", and Palm Springs Art Museum, a California nonprofit corporation, hereinafter called "Recipient". WHEREAS, Recipient is a California Nonprofit Public Corporation authorized to engage in charitable and educational activities as well as those activities permitted to be carried on by a corporation exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code and under Section 170(c)(2) of the Internal Revenue Code; and, WHEREAS, Recipient will organize a community Art Party which will be held at the Palm Springs Art Museum on May 10, 2008 and a Summer Film Series, hereinafter referred to as Programming as generally described in Exhibit "A" attached hereto and incorporated herein by this reference; and, WHEREAS, the City Council recognizes the intrinsic value of cultural and promotional Programming and the role they play in enhancing and expanding the economic vitality of and image of the City; and, WHEREAS, the City Council recognizes the significant role the Recipient plays in Downtown Palm Springs as a cultural, educational and entertainment anchor; and, WHEREAS, Subsection (d) of Section 3.37.040 of the Palm Springs Municipal Code authorizes the City Council to the use public arts funds for sponsorship of art exhibits and displays; and WHEREAS, Recipient has the ability and qualifications to provide the service and yield tangible benefits to the community; and, WHEREAS, Recipient has the capacity to enhance the City's domestic and international media exposure and to create marketing and advertising opportunities; and, WHEREAS, Recipient needs financial assistance to produce the Programming and has requested City sponsorship; and, WHEREAS, the City Council has determined that sponsorship of this Programming would be of public benefit; and WHEREAS, the City Council, at its June 6, 2007 meeting, appropriated $70,000 for programming at and support of the Palm Springs Ark Museum, which is in Account No, 150-4408-65209, NOW, THEREFORE, IT IS AGREED AS FOLLOWS: 1. PROGRAMMING 1.1 Recipient shall produce the Programming, as generally described in Exhibit "A" attached hereto and incorporated herein by this reference. 1.2 Unless otherwise specified by the parties to this Agreement the venue, date(s), times and number of presentations shall be as described in Exhibit "A" attached hereto and incorporated herein by this reference. 2. PUBLICIZED CREDIT 2.1 The parties hereby agree that the City shall be named the "Presenting Sponsor" of these Programming under this Agreement_ 3. SPONSORSHIP TERMS FOR THE CITY 3.1 In consideration of City sponsorship, Recipient shall provide the Programming as described in Exhibit "A" attached hereto and incorporated herein by this reference. 3.2 To produce the Programming, the City will provide Recipient with a Seventy Thousand Dollar ($70,000) cash sponsorship. The City shall disburse funds upon execution of this Agreement unless otherwise determined by the City. 3.3 Recipient is responsible for raising all funds necessary to produce the Programming in excess of the City's contribution of Seventy Thousand Dollars ($70,000). 3.4 All amounts paid to Recipient pursuant to this Agreement shall be subject to reimbursement to the City upon the occurrence of any of the following Programming: 3.4.1 Recipient loses its tax-exempt status under Section 501(c)(3) and 170(c)(2) of the Internal Revenue Code; or 3.4.2 The dissolution of Recipient; or 3.4.3 Recipient terminates or attempts to terminate this Agreement for any reason other than City's failure to make payments as provided hereunder; or 3.4.4 Recipient fails to fulfill all of the responsibilities, duties, and obligations wet forth herein. 3.5 Recipient shall provide for open public access to performances, events, or exhibits to ensure accessibility to all individual regardless of gender, race, ancestry, place of origin, citizenship, creed, color, ethnic origin, cultural practices, sexual orientation, sexual preference, age, ability, physical, mental or emotional health, family status, marital status, political or religious affiliation, place of national origin, occupation, income, education or social status. 4. PRODUCTION SERVICES TO BE PROVIDED BY RECIPIENT As the producer of the Programming, Recipient shall provide production services including but not limited to the following and shall accept all financial responsibility for such services: 4.1 Contracting and paying for all service vendors and technical support including, without limitation, sound and lighting, film projection, and security; 4.2 Construction and/or preparation of the Programming area; 4.3 Recruitment, coordination and supervision of personnel necessary to produce the Programming; 4.4 All promotional activities related to the Programming including: 4.4.1 Local public relations including, without limitation, distribution of press materials and assist the City's public information officer in distributing the City's message. 4.4.2 Arranging placement of radio and/or television interviews and/or advertising, when it applies. 4.4.3 Providing a local telephone number to City for interested persons to call for general information about the Programming. 4.4.4 Coordination of admission to the Programming for Palm Springs residents and the general public. 4.5 Recipient shall be responsible for all promotional activities related to the Programming including, without limitation: 4.5.1 Design, production, printing and distribution of collateral pieces to advertise Recipient and City. 4.5.2 Local and regional public relations including distribution of press materials to entertainment and travel writers. 4.5.3 Planning and implementation of print advertising campaign in consumer and trade publications. 4.5.4 Producing, printing and distributing a program for all Programming. 4.5.5 Promoting the Programming through personal appearances and/or the distribution of collateral materials. 4.5.6 Arranging sponsorships from radio and/or television stations for promotional giveaways, interviews, and/or advertising campaigns, when it applies. 4.6 Recipient shall acknowledge the City in all publicity, press releases and promotional materials related to the activity/ Programming. 4.7 Recipient shall provide a post Programming report regarding the Programming to the City's representative within sixty (60) days following the Programming. The report shall also include all promotional materials developed for the Programming and additional media and related items pertaining to the Programming. 4.7.1 Recipient shall provide to the City an Annual Financial Report, including a balance sheet, income statement, and a description of the Recipient's operations prepared in compliance with generally accepted auditing principles (GAAP) and certified by a licensed Certified Public Accountant no later than eight months following the close of Recipient's fiscal year end on June 30, 2008 in addition to the Internal Revenue Service Form 990 to be filed within the same time constraints_ 4.7.2. Recipient shall provide to the City an Annual Financial Report completed by an independent auditor when funding provided by City exceeds $150,000 per the City's fiscal year (July 1 through June 30), or upon disbursements exceeding the sum of$150,000 within a three-year period, prior to requesting any additional funding. 4.7.3. Recipient shall provide City with a copy of its Financial Controls Policy within thirty (30) days of receipt of funds. 5. CITY PUBLICATION 5.1 City shall make a reasonable effort to promote the Programming in the City's website, government access channel and other advertising and marketing vehicles as deemed appropriate by the City in its sole and absolute discretion, including marketing focused on Downtown Palm Springs. 6, TERM OF AGREEMENT 6.1 Basic Term. The effective date of this Agreement shall be 2008 and this Agreement shall terminate September 30, 2008. Any co nant, term or provision of this Agreement which in order to fulfill its intended purpose must survive the termination of this Agreement shall survive any such termination. 6.2 Breach of Agreement. Any material deviation by Recipient for any reason from the requirements hereof, or from any other provision of this Agreement, shall constitute a breach of this Agreement and may be cause for termination at the election of the City. City may terminate this Agreement, for cause, by giving ten (10) days notice to Recipient. In the event of termination of this Agreement, for cause, the City shall have the right to have use of and access to materials concerning the Programming and to assign rights pertaining to the Programming, such as Programming name, customer or invitation lists, artist contracts to the City or its designee. The City reserves the right to waive any and all breaches of this Agreement, and any such waiver shall not be deemed a waiver of all previous or subsequent breaches_ In the event the City chooses to waive a particular breach of this Agreement, it may condition same on payment by Recipient of actual damages occasioned by such breach of Agreement and on Recipient making every effort to resolve the same quickly and amicably. 6.3 Agreement Termination_ In the event Recipient is unable to fulfill any of its responsibilities under this Agreement for any reason whatsoever including, without limitation, circumstances beyond its control, the City may terminate this Agreement in whole or in part in the same manner as for breach hereof and be entitled to the same rights on termination. 7. GENERAL 7.1 Indemnity. To the fullest extent permitted by law, Recipient shall defend at Recipient's sole cost and expense, indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively "Claims"), including but not limited to Claims arising from injuries to or death of any person, for damage to property, including property owned by City, from any violation of any federal, state, or local law or ordinance, and from errors and omissions committed by Recipient, its officers, employees, representatives, and agents, which Claims arise out of or are related to Recipient's performance under this Agreement. Without limiting Recipient's indemnification, it is agreed that Recipient shall maintain in force at all times during the term of this Agreement, the policy or policies of insurance covering its operations and performance under this Agreement in the form and amounts set forth in Section 7.5, which insurance obligations shall apply independently of the indemnification provided under this Agreement. 7.2 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. 7.3 Time of Essence. Time is of the essence for each and every provision of this Agreement. 7.4 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties. 7.5 Insurance. Recipient shall provide the City certificates and/or endorsements or other evidence of the insurance coverage required in this Section 7.5. The City's Risk Manager may require the Recipient to provide complete, certified copies of any insurance offered in compliance with this Section. Certificates, policies and other evidence provided shall specify that the City shall receive 30 days advanced notice of cancellation from the insurers. Throughout the term of this Agreement, Recipient shall, at its sole expense, obtain and maintain in full force and effect General Liability Insurance with a limit of not less than $1,000,000 per occurrence. Such insurance shall be of the type usual and customary to the business of the Recipient. The City and its officers, employees, and agents shall be named as additional insured and the insurance shall not be subject to cancellation except upon thirty (30) days written notice to the City. 7.6 Audits. The City shall have the right to monitor and audit the Programming and all work performed under this Agreement. The City will notify Recipient in writing within thirty (30) days of any potential exceptions discovered during such audits. Where such findings indicate that the requirements of this Agreement are not being met, upon such written notification Recipient shall take appropriate corrective action immediately. For this purpose, the Recipient shall make available to the City during normal business hours of the City, and to the City's employees, agents and representatives, all books and records which pertain to this Agreement and the programs undertaken by Recipient hereunder. 7.7 Complete Agreement. This Agreement contains all the terms and conditions agreed upon by the parties. No other understandings, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to exist or to bind any of the parties hereto. This Agreement supersedes all previous agreements, if any, between the parties. 7.8 Amendments. Any alterations, variations, modifications or waivers of provisions to this Agreement shall be valid only when reduced to writing duly signed and attached to the original of this Agreement. 7.9 Notices. Communications among the parties hereto shall be addressed as follows: PALM SPRINGS ART MUSEUM Steven A. Nash, Ph.D., Executive Director 101 Museum Drive Palm Springs, CA 92262 Phone: 760.322.4849 Fax: 760.327.5069 snashRpsmuseum.org CITY OF PALM SPRINGS David H. Ready, Esq., Ph.D., City Manager 3200 E. Tahquitz Canyon Way Palm Springs, CA 92262 Phone: 760.322-8350 Fax: 760.323.8207 d avid.read alms rin s-ca.gov 7.10 City Representation. Recipient shall work closely with the City Manager or his designee. Recipient principals shall provide regular updates to the Liaison Representative of City to keep the City currently advised on the status of the Programming. 7.11 Compliance with Law. Recipient shall comply with all applicable federal, state, and local laws, ordinances and regulations. 7.12 Standard of Care. The City relies upon the professional ability of Recipient as a material inducement to entering into this Agreement. Recipient agrees to use reasonable care and diligence in meeting its obligation under this Agreement. Recipient agrees that the acceptance of its work by the City shall not operate as a waiver or release of said obligation of Recipient. The absence, omission, or failure to include in this Agreement, items which are normally considered to be a part of generally accepted professional procedure or which involve professional judgment shall not be used as a basis for submission of inadequate work or incomplete performance. 7.13 Demand for Assurance. Each party to this Agreement undertakes the obligation that the other's expectation of receiving due performance will not be impaired. When reasonable grounds for insecurity arise with respect to the performance of either party, the other may in writing demand adequate assurance of due performance and until he/she receives such assurance may, if commercially reasonable, suspend any performance for which the agreed return has not been received. "Commercially reasonable" includes not only the conduct of a party with respect to performance under this Agreement but also conduct with respect to other agreements with parties to this Agreement or others. After receipt of a justified demand, failure to provide within a reasonable time, but not exceeding ten (10) days, such assurance of due performance as is adequate under the circumstances of the particular case is a repudiation of this Agreement. Acceptance of any improper delivery, service, or payment does not prejudice the aggrieved party's right to demand adequate assurance of future performance. 7.14 Third Party Beneficiaries. Nothing contained in this Agreement shall be construed to create and the parties do not intend to create any rights in third parties. IN WITNESS WHEREOF, the parties hereto have executed this Agreement effective on the day and year first above written. The undersigned hereby warrants that they are legally authorized and entitled to make the promises, covenants, and representations set forth herein. CITY OF PALM SPRINGS D H. Ready, Esq. Date Cityavid Manager APPROVED BY CITY MANAGER PALM SPRINGS ART MUSEUM . .1b�� even A. Nash, Ph.D, Date Executive Director ATTEST: mes Thompson, City Cl rk Date APPROVE S TO FORM F zwe Douglas PlHolland, City Attorney Date I EXHIBIT "A" DESCRIPTION OF PROGRAMMING Palm Springs Art Museum accepts funding in the amount of Seventy Thousand Dollars ($70,000) for the Programming described herein and located at Recipient's property at 101 Museum Drive, Palm Springs, California, or as specified: SUMMER FUN AT THE MUSEUM Art Party free community day — Saturday, May 10, 2008 (technically still spring, but the weather feels like summer!) As part of a concerted effort to provide arts education programming for adults as well as children, this year's spring free community day is a day of casual creativity for the desert's busy professionals and young adults. The Art Museum will open its doors to hundreds of local residents to enjoy a wide variety of Museum art classes and hands-on workshops led by the Coachella Valley's best instructors and working artists. The day will feature artist demonstrations, performers, poetry, dance, film screenings, tours and more. This event is free to the public and great for all ages. All supplies will be provided. Free tote bags with sponsor logo will be handed out to the first 500 visitors. Summer Film Series The City shall be the Presenting Sponsor of the Art Museum's summer film series, held on Thursday evenings. The films presented in this annual collaboration are part of the touring film exhibition Global Lens, a project conceived by The Global Film Initiative (GFI) to encourage filmmaking in countries with developing film communities. The films include: June 26. ALL FOR FREE Antonio Nuic, Croatia, 2006 After his friends are killed in a bizarre, bar room argument, Goran devises an unusual plan to deal with the loss: he will sell his house, buy a mobile tavern and travel from town to town, giving away free drinks to everyone he meets. JuIV 3: THE BET COLLECTOR Jeffrey Jeturian, Philippines, 2006 Amy, the family matriarch, makes ends meet by running a small convenience store out of her home. But in a struggling economy customers are scarce, and without the help of her husband or pregnant daughter, she is forced to supplement the family income by collecting bets for an illegal numbers game. July 10.- BUNNY CHOW John Barker, South Africa, 2006 Up-and-coming comedians Kags, Joey and Dave make clear that life in the 'new' Johannesburg is not just about hardship and townships. It's also about finding humor in relationships, hanging out with friends and celebrating life on a raucous roadtrip to Oppi Koppi---South Africa's largest music festival. July 17: THE CUSTODIAN Rodrigo Moreno, Argentina, 2006 As a bodyguard for a high profile politician, Ruben is reduced to a mere shadow of a man: every action in his life is regulated by a series of mundane routines, and everywhere his boss goes he must follow, watching but never speaking. Resigned to his invisibility, his life is a series of days without meaning. July 24: THE FISH FALL IN LOVE Ali Raffi, Iran, 2006 Atieh's singular passion is food, and her small but popular restaurant on the sleepy Caspian coast is her pride and joy. But when Aziz, her former fiance, appears after a twenty-year absence, the women believe he has intentions of closing the restaurant, so Atieh prepares his favorite dishes, one after the other, in a desperate effort to convince him otherwise. July 31. KEPT & DREAMLESS Vera Fogwill and Martin Desalvo, Argentina, 2005 During Argentina's economic crisis of the '90s, nine year-old Eugenia and her mother, Florencia, live a seemingly colorful life surrounded by eclectic neighbors and an offbeat collection of family. But for Eugenia, who must deal with her mother's dysfunctional and drug-addled lifestyle, life is anything but pleasant in this darkly inspiring story of expectation, acceptance and nontraditional family. August 7: THE KITE Randa Chahal Sabbag, Lebanon, 2004 Sixteen-year old Lamia must cross a border checkpoint between Lebanon and Israel to marry a man she has never met. But on her wedding day, neither she nor her betrothed are eager to consummate a marriage to a stranger—a matter further complicated by Lamia's surprising admission that she is in love with the Israeli soldier guarding the checkpoint. August 14: LET THE WIND BLOW Partho Sen-Gupta, India, 2004 At the height of nuclear tensions between India and Pakistan, Arjun and his best friend, Chabia, weigh their options for the future against the reality of life on the streets of Mumbai. August 21: LUXURY CAR Wang Chao, China, 2006 In this emotionally taut narrative, Li Qi Ming travels from his small village to the city of Wuhan, determined to fulfill his wife's last wish of seeing her son. But instead of finding his son, he discovers his daughter working as a karaoke bar escort, forcing him to come to terms with their long-estranged relationship and the tenuous future of his family. August 28: OPERA JAW_A Garin Nugroho, Indonesia, 2006 Setyo and Siti live a peaceful life as husband and wife, selling earthenware in their village. But when Setyo is called away on business, a flirtatious butcher, Ludiro, takes advantage of Siti's loneliness to seduce her. Free Admission During the period July 1 — August 31, the Palm Springs Art Museum will not charge any admission to the Art Museum; a banner placed on the front of the Museum will acknowledge the City's sponsorship.