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Item 4B CITY OF SOUTHLAKE 4s - 1 MEMORANDUM October 10, 2016 TO: Shana K. Yelverton, City Manager FROM: Cassie Tucker, Assistant to the Director of Community Services SUBJECT: Approve Community Services Agreement with Southlake Historical Society Action Requested: City Council approval of an amended Community Services Agreement with Southlake Historical Society (SHS) for a term to expire September 30, 2018. Background Information: The City partners with various non-profit organizations to provide social, educational, economic and cultural programs and services for Southlake citizens and businesses. These partnerships allow the City to provide certain services to the community without having to fund additional personnel and capital investments, as well as the ongoing administrative and operational expenses these services would require. The purpose of this item is to consider an amended Community Services Agreement with Southlake Historical Society. The existing agreement with SHS, approved in Sept 2015 was for the term October 1, 2015 — September 30, 2018, and did not include any City funding for SHS's community initiatives. SHS recently requested City funding of $5,000/year in the FY 2017 budget, which City Council approved by Ordinance No. 1162 on September 20, 2016. Therefore an amended Agreement is presented for approval at this time. The amended agreement is for the same three year period originally approved, October 1, 2015 — September 30, 2018. Since the inception of the Southlake Historical Society in 1992, it has been active in Southlake providing community initiatives for historical programs, events, research and educational resources for citizens of Southlake and visitors. The City's funding of $5,000 annually will assist with these important community events and programs. The City's first City of Southlake Values.- Integrity alues.Integrity♦ Innovation ♦ Accountability♦ Commitment to Excellence ♦ Teamwork Shana K. Yelverton, City Manager Meeting Date—October 18, 2016 4B - 2 Page 2 of 3 formal community services agreement with Southlake Historical Society was in 2003. The proposed Community Services Agreement with Southlake Historical Society will provide (5) community events to the public annually, including the annual Cemetery Tour; three (3) log house events and one (1) major event or exhibit each year through the term of the agreement. Additionally, Southlake Historical Society will manage and maintain their own SHS website, act as the local historical society for Southlake and provide educational and entertaining community programs for Southlake citizens. The City will provide a staff contact person to serve as a liaison between City and SHS, presence on the City's website, provide limited, secure storage space for historically significant items and allow SHS use of City facilities for events and meetings directly related to SHS business. A copy of the amended Community Services Agreement, detailing the organization's scope of services and the City's obligations is attached. Financial Considerations: Funding for the Community Services Agreement is included in the approved FY 2017 annual budget, and will also be proposed in subsequent budget proposals for FY 2018 as required by the term of the agreement. Strategic Link: This item is linked to the City's Strategy Map related to the Focus Area of Partnerships & Volunteerism, and meets the Corporate Objectives to Promote opportunities for partnerships & volunteer involvement and Enhance resident quality of life & business vitality through tourism Citizen Input/ Board Review: Southlake Historical Society has reviewed and accepts the terms of the agreement. City Council consideration October 18, 2016 City of Southlake Values.- Integrity alues:Integrity♦ Innovation ♦ Accountability♦ Commitment to Excellence ♦ Teamwork Shana K. Yelverton, City Manager Meeting Date—October 18, 2016 4B - 3 Page 3 of 3 Legal Review: The Agreement was modeled after the standard Community Services Agreement utilized by the City and reviewed by the City Attorney. Alternatives: Alternatives may include the following: • City Council approval of Agreement as presented • City Council approval of Agreement with input as desired • City Council decision not to renew Agreement Supporting Documents: • Proposed Community Services Agreement Staff Recommendation: City Council approval of the amended Community Services Agreement with Southlake Historical Society to include funding in the amount of$5,000/year. City of Southlake Values.- Integrity alues:Integrity♦ Innovation ♦ Accountability♦ Commitment to Excellence ♦ Teamwork AGREEMENT BETWEEN 4B - 4 CITY OF SOUTHLAKE AND SOUTHLAKE HISTORICAL SOCIETY STATE OF TEXAS § COUNTY OF TARRANT § THIS AGREEMENT is entered into by and between the City of Southlake, Texas, a home rule municipal corporation located in Tarrant County and Denton County, Texas, acting by and through its duly authorized Mayor (hereinafter referred to as "City"), and Southlake Historical Society, a non-profit corporation of Texas, acting by and through its duly authorized President (hereinafter referred to as "SHS"), an organization exempt from taxation under Section 501(c)(3) of the Internal Revenue Code. WHEREAS, the mission of SHS is to provide a dedication to archiving historical materials including scanning historical photos, gathering oral history interviews, helping in the research of both family and area business histories, developing programs for teachers and students, and working as the community advocacy group to preserve and protect Southlake's history; and WHEREAS, City and SHS desire to enter into an amended Agreement whereby SHS will continue to provide educational and motivational programs to improve the understanding of items, places and persons of historical significance in and around Southlake for the enhancement of the City; NOW, THEREFORE, City and SHS, in consideration of the mutual undertakings hereunder set forth, do hereby covenant and agree as follows: SECTION 1 SCOPE OF SERVICES A. SHS shall provide the services as outlined in the attached Appendix, Section A. B. City shall provide services as outlined in the attached Appendix, Section A. SECTION 2 City of Southlake Values.- Integrity alues.Integrity♦ Innovation ♦ Accountability♦ Commitment to Excellence ♦ Teamwork Shana K. Yelverton, City Manager Meeting Date—October 18, 2016 4B - 5 Page 2 of 8 CITY AND SHS STAFF CONTACTS SHS and the City shall both provide staff liaisons as outlined in the attached Appendix, Section A. SECTION 3 GOVERNANCE SHS shall be solely governed by its board of directors, who shall meet in accordance with the bylaws and articles of incorporation. The time, date, place and agenda of these board meetings shall be the responsibility of the SHS board of directors. SECTION 4 CONSIDERATION In recognition that the City elected to support SOUTHLAKE HISTORICAL SOCIETY and their historical initiatives rather than provide such service, City agrees to an annual payment to be paid to SOUTHLAKE HISTORICAL SOCIETY in the amount of$5,000 to be dispersed annually on November 1 of each year. Final payment amount is subject to City Council budget authorization. Payment by the City shall be applied by SOUTHLAKE HISTORICAL SOCIETY as described in the attached Appendix, Section A. SECTION 5 REPORTING A. SHS shall generate and provide to Cassie Tucker, Assistant to the Director of Community Services of the City, annual reports regarding the performance measures outlined in the attached Appendix, Section B. B. The City shall have the right to review the books and records kept incident to the services provided by Southlake Historical Society to the City. SECTION 6 INSURANCE AND INDEMNIFICATION SHS AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR PROPERTY DAMAGE OR LOSS AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR ASSERTED, (INCLUDING, WITHOUT LIMITATION, REASONABLE FEES AND EXPENSES OF City of South/ake Values.- Integrity alues:Integrity♦ Innovation ♦ Accountability♦ Commitment to Excellence ♦ Teamwork Shana K. Yelverton, City Manager Meeting Date—October 18, 2016 4B - 6 Page 3 of 8 ATTORNEYS, EXPERT WITNESSES AND OTHER CONSULTANTS), ARISING OUT OF OR IN CONNECTION WITH, DIRECTLY OR INDIRECTLY, THE NEGLIGENT ACT OR OMISSION OF SHS, ITS OFFICERS, EMPLOYEES AND AGENTS, IN THE PERFORMANCE OF SERVICES UNDER THIS AGREEMENT. SHS SHALL NOT BE REQUIRED TO INDEMNIFY THE CITY, ITS OFFICERS, AGENTS, AND EMPLOYEES FOR ANY DAMAGES OR LIABILITY FOUND BY A COURT TO HAVE ARISEN FROM THE NEGLIGENT ACT OR OMISSION OF THE CITY, ITS OFFICERS, AGENTS OR EMPLOYEES, EXCEPT TO THE EXTENT OF ANY APPLICABLE INSURANCE COVERAGES. SECTION 7 INDEPENDENT CONTRACTOR In performing the services hereunder, SHS is acting as an independent contractor, and shall not be deemed an employee, agent or partner of the City. City shall have no power to direct or supervise its activities in carrying out its responsibilities under this Agreement. Neither party shall have the authority to make binding representations or agreements on behalf of the other. SECTION 8 TERM OF AGREEMENT AND REVIEW OF PERFORMANCE A. The term of this amended Agreement shall be for a period beginning October 1, 2015 and ending September 30, 2018. This Agreement may be renewed for up to two successive three-year periods beginning on October 1 and ending on September 30 of each year upon written agreement by both parties and annual budget approval by the Southlake City Council. B. At the end of the term, the City will undertake an annual review of the performance based upon performance and quality measures outlined in the attached Appendix, Section B. C. Notwithstanding any provision herein to the contrary, either party may terminate this Agreement upon 30 days written notice to the other. Upon termination, or if SHS ceases to provide services under this Agreement, SHS shall return to the City any unexpended funds paid pursuant to this Agreement. SECTION 9 NO WAIVER OF GOVERNMENTAL IMMUNITY Notwithstanding any provision of this Agreement to the contrary, nothing contained in this Agreement shall be construed to limit or waive any governmental or sovereign immunity of the City, or any immunity applicable to its officers, agents, City of Southlake Values.- Integrity alues:Integrity♦ Innovation ♦ Accountability♦ Commitment to Excellence ♦ Teamwork Shana K. Yelverton, City Manager Meeting Date—October 18, 2016 4B - 7 Page 4 of 8 servants or employees. To the extent there may be a waiver of immunity under state law, the remedies available to enforce this Agreement are limited to mandamus, specific performance or injunctive relief. All other remedies, including suits for damages and recovery of attorney's fees are specifically waived by both parties. SECTION 10 CITY OF SOUTHLAKE — STRATEGIC LINK The City has adopted a Strategic Management System to improve the organization's ability to define and execute its strategy. Effective strategic management systems provide the mechanism to link the mission, strategy, department goals, citizen perceptions, and service delivery efforts in a continuous feedback loop. SHS, its mission and the services, outlined on page 1 of the agreement, link to the City's strategy through the following strategic objectives: • C3 Provide attractive and unique spaces for the enjoyment of personal interests • C5 Promote opportunities for partnerships and volunteer involvement • B3 Enhance resident quality of life and business sustainability through tourism SECTION 11 CITY OF SOUTHLAKE VALUES The City has adopted values that are the fundamental principles that guide how officials, staff, and employees of the City conduct themselves in pursuit of the mission and vision. All business conducted with the City shall adhere to the City's organizational values as described below: • Integrity: Being worthy of the public's trust in all things. We deal honestly and respectfully with each other and the public at all times. • Innovation: Valuing progressive thinking, creativity, flexibility and adaptability in service delivery. • Accountability: Taking personal responsibility for our actions or inaction while putting the interests of the taxpayer first. • Commitment to Excellence: Behaving responsively in our delivery of service to the public. Our work is characterized by its quality and by the diligence with which it is carried out. We proactively seek to solve problems in advance. • Teamwork: Recognizing the importance of working together to meet our citizen's needs, communicating clearly, sharing resources and information freely. City of Southlake Values.- Integrity alues.Integrity♦ Innovation ♦ Accountability♦ Commitment to Excellence ♦ Teamwork Shana K. Yelverton, City Manager Meeting Date—October 18, 2016 4B - 8 Page 5 of 8 The values set forth in Section 10 are goals to which City officials, staff and employees are expected to adhere to in activities concerning this Agreement. While perceived failure to adhere to, comply with, or take action consistent with these values should be reported to an appropriate City official, staff member, or employee, such action or failure to act shall not be considered a breach of this Agreement. SECTION 12 MISCELLANEOUS This Agreement sets forth all the agreements between the parties and no modification shall be effective unless reduced to writing and signed by the part to be changed therewith. This document may be executed in duplicate originals. IN WITNESS WHEREOF the City and SHS have executed this Agreement as of this day of ) 201—. CITY OF SOUTHLAKE Mayor, City of Southlake ATTEST: Lori Payne, TRMC City Secretary SOUTHLAKE HISTORICAL SOCIETY President, Southlake Historical Society Approved as to form and legality: City Attorney City of Southlake Values.- Integrity alues.Integrity♦ Innovation ♦ Accountability♦ Commitment to Excellence ♦ Teamwork Shana K. Yelverton, City Manager Meeting Date—October 18, 2016 4B - 9 Page 6 of 8 AGREEMENT BETWEEN CITY OF SOUTHLAKE AND SOUTHLAKE HISTORICAL SOCIETY APPENDIX SECTION A SCOPE OF SERVICES A. In return for payment described in Section 4 of this Agreement, SHS shall provide the following services: 1. SHS staff contact person to serve as a liaison between SHS and the City: a. Name: Connie Cooley b. Title: President c. Phone: d. Email Address: cecooley@verizon.net 2. SHS shall manage and maintain their own SHS website; however, they may, at times, prepare and propose SHS content for inclusion on the City of Southlake website, subject to the City approval. Any additional services related to the preparation, formatting, and arrangement of SHS material on the city website shall be at the discretion of the Director of Community Services or his designee. 3. Maintain local membership and act as the local historical society for Southlake. 4. Provide five (5) community events to the public annually, for the term of the agreement. Proposed events include, but are not limited to, the annual Cemetery Tour, three (3) log house events and one (1) major event or exhibit. Community Services staff will work with SOUTHLAKE HISTORICAL SOCIETY to develop proposed events and the Community Services staff will review the proposed line up each year. B. In addition to payment described in Section 4 of this Agreement, City shall: 1. Provide a staff contact person to serve as a liaison between City and SHS. The City liaison shall be apprised by SHS of all SHS board meetings, SHS shall forward a copy of the agenda for each meeting prior to any scheduled meetings, and the City liaison may participate with the SHS board at all scheduled meetings. City of Southlake Values.- Integrity alues.Integrity♦ Innovation ♦ Accountability♦ Commitment to Excellence ♦ Teamwork Shana K. Yelverton, City Manager Meeting Date—October 18, 2016 4B _ 10 Page 7 of 8 a. Name: Cassie Tucker b. Title: Assistant to the Director of Community Services c. Phone: (817) 748-8036 d. Email Address: ctucker(@ci.southlake.tx.us 2. The City liaison shall be notified by SHS of any events to be held at the Log Cabin. SHS shall forward via email event information to include the event date, time and expected attendance. Such notification shall be provided thirty (30) days prior to each event. 3. Provide lockable, storage space at the Department of Community Services' storage building, located at the City's Service Center, 1950 E. Continental Blvd., Southlake, Texas 76092, or other location as deemed appropriate by the Director of Community Services. 4. Provide a presence on www.CitvofSouthlake.com which is limited to: a. One information page which includes organization name, mission, contact information and link to organization website. 5. Consider posting information contained in press releases on www.MySouthlakeNews.com and/or www.CitvofSouthlake.com. Any and all information in such press releases will be subject to review and possible revision prior to posting. 6. Publish in the quarterly editions of the Southlake Scene organization information to include organization name, mission, contact information and link to organization website. 7. Provide access to the City's logo for use by SHS. Such use is subject to review and approval by the City's Communications & Website Manager. 8. Provide at no cost to SHS in accordance with current policies and guidelines, the use of City facilities for events and meetings directly related to SHS business. Requests for use of City facilities shall follow current reservation procedures as outlined in the Facility Use Policy. SECTION B PERFORMANCE AND QUALITY MEASURES In evaluating SHS's performance pursuant to Section 8 of this Agreement, the City will determine whether SHS has met the following performance measures: City of Southlake Values.- Integrity alues.Integrity♦ Innovation ♦ Accountability♦ Commitment to Excellence ♦ Teamwork Shana K. Yelverton, City Manager Meeting Date—October 18, 2016 4B _ 11 Page 8 of 8 A. SHS will provide the services described in the Appendix, Section A, in a professional manner throughout the entire term of the agreement. City of Southlake Values.- Integrity alues:Integrity♦ Innovation ♦ Accountability♦ Commitment to Excellence ♦ Teamwork