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HomeMy WebLinkAboutCity of Tamarac Resolution R-2006-230Temp. Reso. #11102 -- November 21, 2006 Page 1 Revision #1 — December 6, 2006 CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-2006-a3-Q A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA, AUTHORIZING THE APPROPRIATE CITY OFFICIALS TO EXECUTE THE LICENSE AGREEMENT BETWEEN THE CITY OF TAMARAC AND ARTSERVE PROVIDING FOR THE USE OF CITY FACILITIES IN THE PROVISION OF CULTURAL ARTS PROGRAMMING; PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City of Tamarac is desirous of furthering its commitment to providing public art to beautify the appearance of the City, commemorate the. City's history and to enhance the cultural opportunities throughout the City; and WHEREAS, the City worked with the community in development of a public art program to further the commitment of the City to provide public art as a means to enhance cultural opportunities; and WHEREAS, the potential exists for a partnership between the City and ArtServe as a means to provide additional cultural opportunities in Tamarac; and WHEREAS, ArtServe will host four (4) events annually, see Exhibit A of Exhibit 1, including two (2) art exhibit opening receptions where wine may be served; and WHEREAS, in Section 15-88 (a) of the City of Tamarac Code, it states that a permit, for the consumption or sale of alcoholic beverages at group functions must be obtained from the City Commission; and Temp. Reso. #11102 — November 21, 2006 Page 2 Revision #1 — December 6, 2006 WHEREAS, ArtServe will obtain the appropriate levels of liability insurance coverage for all events; and WHEREAS, the Assistant City Manager is recommending execution of the licensing agreement and granting of a permit to serve alcoholic beverages at the art exhibit opening receptions; and WHEREAS, City Commission of the City of Tamarac, Florida, deems it to be in the best interest of the citizens and residents of the City of Tamarac to execute the license agreement attached hereto as Exhibit 1, between the City of Tamarac and ArtServe providing for the use of City facilities in the provision of cultural arts programming and to grant permission for service of wine at the opening receptions. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA: SECTION 1: The foregoing "WHEREAS" clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific part of this Resolution. SECTION 2: The appropriate City officials are hereby authorized to execute the license agreement attached hereto as Exhibit 1 between the City of Tamarac and ArtServe providing for the use of City facilities in the provision of cultural arts programming. SECTION 3: The request to permit the serving of alcoholic beverages at the art exhibit openings, detailed in Exhibit A of Exhibit 1, is hereby approved. SECTION 4: All resolutions or parts of resolutions in conflict herewith are hereby repealed to the extent of such conflict. 1 1 L Temp. Reso. #11102 — November 21, 2006 Page 3 Revision #1 — December 6, 2006 SECTION 5: If any clause, section, other part or application of this Resolution is held by any court of competent jurisdiction to be unconstitutional or invalid, in part or application, it shall not affect the validity of the remaining portions or applications of this Resolution. SECTION 6: This Resolution shall become effective immediately upon its passage and adoption. PASSED, ADOPTED AND APPROVED this 1,.3+h day of Dccernba ,2006. ATTEST: MARION SWEN ON, CMC CITY CLERK I HEREBY CERTIFY that I have approved this RESOLUTION as to form. ;- J V AMUEL S. GOREN CITY ATTORNEY BETH • MAYOR RECORD OF COMMISSION VOTE: MAYOR FLANSBAUM-TALABISCO DIST 1: WM PORTNER DIST 2: COMM ATKINS-GRAD DIST 3: COMM. SULTANOF DIST 4: COMM. DRESSLER LICENSE AGREEMENT THIS IS AN AGREEMENT, made this V day of l )& (r r ) p ,,L_, 2006, by and between: THE CITY OF TAMARAC, FLORIDA, a municipal corporation organized and existing under the laws of the State of Florida, hereinafter referred to as "CITY" and ARTSERVE, INC., a not -for -profit Florida corporation, incorporated and existing under the laws of the State of Florida, hereinafter referred to as "LICENSEE". DESCRIPTION OF THE PREMISES CITY hereby grants to LICENSEE the right, license, and privilege of occupying certain CITY owned premises and improvements located at 7525 NW 88 Avenue, Tamarac Florida, 33321 and 8601 West Commercial Boulevard, Tamarac, Florida, 33321, subject to the terms and conditions set forth in this Agreement. 2. COMPENSATION No payment shall be made by the LICENSEE for the privileges granted herein. No security deposit is required. 3. TERM This Agreement shall be effective on the date Agreement is fully executed by both parties and shall be automatically renewed by the parties year to year without the necessity of further CITY renewals unless terminated as provided for herein. 4. USE OF PREMISES LICENSEE shall use and occupy the Premises only in connection with the ArtServe 2007 Programs as depicted on Exhibit "A", ("Programs") which is attached hereto and incorporated herein by reference. LICENSEE may use the Premises for other purposes, subject to the written consent of the City Manager or his/her designee. In subsequent years, no later than October I", ArtServe shall submit to the City Manager, or his/her designee. a list of Programs that ArtServe proposes to hold on the Premises in the upcoming year. The City Manager, or his/her designee, shall have the right to review and approve the list of Programs for each year. LICENSEE covenants that except for the Programs as provided herein, LICENSEE will not, without written consent of the CITY, permit the Premises to be used or occupied by any other person, firm, entity or corporation other than LICENSEE or its agents. LICENSEE further covenants that no nuisance or hazardous trade or occupation shall be permitted and nothing shall be kept in or about said Premises which will increase the risk of any hazard, fire or catastrophe, and no waste shall be permitted or committed upon or any damage done to said Premises. LICENSEE shall not permit the licensed Premises to be used or occupied in any manner which will violate any laws or regulations of any governmental authority. ASSIGNMENT LICENSEE shall have no authority to assign any portion of the Premises during the Term of this Agreement. Should LICENSEE attempt to assign this license, then the license shall be terminated forthwith without prior notice to LICENSEE. DAMAGE TO PREMISES LICENSEE agrees that all personal property, inventory, or stock placed on the Premises shall remain the property of LICENSEE, and shall be placed on the Premises at the risk of LICENSEE. LICENSEE shall give the CITY prompt written notice of any occurrence, loss, incident or accident occurring on the licensed Premises. INSPECTIONS CITY, its agents, or authorized employees may enter upon the Premises at all reasonable times and hours, to examine same to determine if LICENSEE is properly maintaining the Premises according to this Agreement. INDEMNIFICATION LICENSEE acknowledges that any personal property placed on the Premises is at LICENSEE's sole risk. To the extent permitted by law, LICENSEE shall indemnify and save harmless and defend the CITY, its trustees, elected and appointed officials, agents, servants and employees from and against any claim, demand or cause of action of whatsoever kind or nature arising out of error, omission, or negligent act of LICENSEE, its agents, servants or employees in the use of the Premises, for all costs, losses and expenses, including but not limited to, damages to persons or property, judgments and attorneys' fees arising out of or in connection with the uses or operations permitted under this Agreement. The parties recognize that various provisions of this Agreement, including but not necessarily limited to this Section, provide for indemnification by the LICENSEE and requires a specific consideration be given therefor. The parties therefore agree that the sum of Ten Dollars and 00/100 ($10.00), receipt of which is hereby acknowledged, is the specific consideration for such indemnities, and the providing of such indemnities is deemed to be part of the specifications with respect to the services to be provided by LICENSEE. Furthermore, the parties understand and agree that the covenants and representations relating to this indemnification provision shall serve the term of this Agreement and continue in full force and effect as to the party's responsibility to indemnify. Page 2 of 7 In addition, LICENSEE shall insure that any artists, who participate in any of the Programs sponsored by LICENSEE pursuant to this Agreement, shall execute any necessary disclaimers, releases, or other document that shall release the CITY from any liability associated with the storage, handling, and display of the artwork on the Premises described herein. A copy of the form release is attached hereto as Exhibit "B", and incorporated herein by reference 9. INSURANCE LICENSEE shall obtain, at LICENSEE's expense, all necessary insurance in such form and amount as required by the CITY's Risk and Safety Manager before beginning work under this Agreement including, but not limited to, General Liability Insurance, Workers' Compensation Insurance, Unemployment Insurance Liquor Liability/or Host Liquor Liability Insurance, Professional Liability (where applicable) and all other insurance required by law. LICENSEE shall maintain such insurance in full force and effect during the life of this Agreement. LICENSEE shall provide to the CITY's Risk and Safety Manager certificates of all insurance required under this section prior to beginning any work under this Agreement. The LICENSEE will ensure that any subcontractors comply with the above guidelines and will retain all necessary insurance in force throughout the term of this Agreement. LICENSEE shall indemnify and hold the CITY harmless for any damages resulting from failure of the LICENSEE to take out and maintain such insurance. LICENSEE's Liability Insurance policies shall be endorsed to add the CITY as an additional insured. LICENSEE shall be responsible for payment of all deductibles and self-insurance retentions on LICENSEE's Liability Insurance policies. 10. MAINTENANCE OF LICENSED PREMISES AND UTILITIES CITY agrees to provide janitorial services and electricity to the Premises at no additional cost. LICENSEE shall be responsible for providing and paying for all costs associated with telephone and facsimile equipment and any other utility costs and expenses associated with equipment placed on the Premises by LICENSEE. The LICENSEE agrees to maintain the Premises and all personal property placed thereon in accordance with the terms and conditions of this Agreement and consistent with prudent and well -reasoned maintenance procedures and techniques. 11. AMENDMENTS It is agreed that no modifications, amendment or alteration in the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. 12. SURRENDER UPON TERMINATION Upon termination of this Agreement, LICENSEE agrees to peaceably surrender and deliver the premises to the CITY in substantially the same condition as it was delivered to LICENSEE at the beginning of this Agreement, ordinary wear and tear excluded. Page 3 of 7 Furthermore, LICENSEE agrees to remove from the Premises at their expense, any personal property or inventory placed therein. Upon completion of removal the condition of the Premises shall be safe and not a hazard. 13. WAIVER Failure of the CITY to insist upon strict performance of any covenant or condition of this Agreement, or to execute any right herein contained, shall not be construed as a waiver or relinquishment for the future of any such covenant, condition or right, but the same shall remain in full force and effect. 14. TERMINATION This Agreement may be terminated by either party during the term hereof upon ninety (90) calendar days written notice to the other of its desire to terminate this Agreement. 15. INDEPENDENT CONTRACTOR This Agreement does not create an employee/employer relationship between the parties. It is the intent of the parties that the LICENSEE is an independent contractor under this Agreement and not the CITY's employee for all purposes, including but not .limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Workers Compensation Act, and the State unemployment insurance law. The LICENSEE shall retain sole and absolute discretion in the judgment of the manner and means of carrying out LICENSEE's activities and responsibilities hereunder. The LICENSEE agrees that it is a separate and independent enterprise from the CITY, that it has full opportunity to find other business, that it make its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between the LICENSEE and the CITY and the CITY will not be liable for any obligation incurred by LICENSEE, including but not limited to unpaid minimum wages and/or overtime premiums. 16. NOTICES Whenever any party desires to give notice unto any other party, it must be given by written notice, sent by registered United States mail, with return receipt requested, hand delivery or facsimile transmission with receipt of delivery, addressed to the party for whom it is intended and the remaining party, at the places last specified, and the places for giving of notice shall remain such until they shall have been changed by written notice in compliance with the provisions of this section. Notice shall be deemed to have been given upon receipt. For the present, the LICENSEE and the CITY designate the following as the respective places for giving of notice: CITY: Jeffrey L. Miller, City Manager City of Tamarac Page 4 of 7 7525 NW 88 Avenue Tamarac, Florida 33321 Telephone No. (954) 597-3510 Facsimile No. (954) 597-3520 Copy To: Samuel S. Goren, City Attorney Goren, Cherof, Doody & Ezrol, P.A. 3099 East Commercial Boulevard, Suite 200 Fort Lauderdale, Florida 33308 Telephone No. (954) 771-4500 Facsimile No. (954) 771-4923 LICENSEE: Maureen Kohler, Executive Director ArtServe, Inc. 1350 East Sunrise Boulevard Fort Lauderdale, Florida 33304 Telephone No. (954) 462-8190 Facsimile No. (954) 462-9182 Copy To; Alan Koslow, P.A. Becker and Poliakoff 3111 Sterling Road Fort Lauderdale, Florida 33321 17. BINDING AUTHORITY Each person signing this Agreement on behalf of either party individually warrants that he or she has full legal power to execute this Agreement on behalf of the party for whom he or she is signing, and to bind and obligate such party with respect to all provisions contained in this Agreement. 18. LAWS AND ORDINANCES LICENSEE shall observe all laws and ordinances of the CITY, county, state, federal or other public agencies directly relating to the operations being conducted on the Premises. 19. SEVERABILITY If any provision of this Agreement or application thereof to any person or situation shall to any extent, be held invalid or unenforceable, the remainder of this Agreement, and the application of such provisions to persons or situations other than those as to which it shall have been held invalid or unenforceable shall not be affected thereby, and shall continue in full force and effect, and be enforced to the fullest extent permitted by law. 20. NON-DISCRIMINATION Page 5 of 7 Exhibit A ARTSERVE PROGRAM - 2007 ART EXHIBITS "Best of ArtServe" *Tuesday, Jan 30Th Exhibit Opening 5pm to 7pm "Summer Ice" *Thursday, Aug 30TH Exhibit Opening 5pm to 7pm PERFORMANCES: Saturday, April 14th TCC Performance 4pm to 6pm Saturday, December 4th TCC Performance 1 pm to 3pm Neither party shall discriminate against any employee, person, or participant operating pursuant to, by, or in accordance with this Agreement regardless of race, color, sex, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation or disability. 21. GOVERNING LAW This Agreement shall be governed by the laws of the State of Florida with venue lying in Broward County, Florida. 22. ENTIRE AGREEMENT This Agreement represents the entire and integrated agreement between the CITY and the LICENSEE and supersedes all prior negotiations, representations or agreements, either written or oral. IN WITNESS OF THE FOREGOING, the parties have set their hands and seals the day and year first written above. ATTEST: Marion Swenson, City Clerk APPROVED AS TO FORM: , *0* Office of the Cl ttorney Signed and delivered in the presence of: - - - -w- - A " - Print Name �YAvi A. Lewiv) Print Name CITY OF TAMARAC, FLORIDA By: Beth Flansbaum-Talabisco, Mayor ARTSERVE, INC. BY: "" A� Print Name: Title: 0 trx_ Page 6of7 STATE OF FLORIDA COUNTY OF BROWARD I HEREBY CERTIFY that on this day of 2006, before me personally appeared personally known to be the individual who executed the foregoing instrument and acknowledged before that he executed the same for the purposes therein, is vpersonally known to me or produced as identification. �++ �BAR9AANN IAWR NCE RA NOWY Public - 5`Ma of fbMa =_ • • s fry Commission Expires Aug 7, 2009 Commission Ot DD 450777 Commission Expires: SSG:DNT:dnt H:\2005\050164 TAMARAC\AGMTS\License agreement (ArtServe).doc Page 7 of 7 otary Public, State of Florida `.?mac �ril�.v�er Print Name: Commission No. ,D