Item 4M - memoItem 4M-1
CITY OF
SOUTI-HLAKE
MEMORANDUM
September 8, 2022
TO: Shana K. Yelverton, City Manager
FROM: Chris Tribble, Director of Community Services
SUBJECT: Approve Amended Community Services Agreement with APEX
Arts League for the term October 1, 2022 — September 30, 2024
Action Requested: City Council approval of the Amended Community Services
Agreement with APEX Arts League for the term October 1,
2022 — September 30, 2024.
Background
Information: The City works with non-profit community organizations such
as APEX to provide important social, educational, and cultural
programs and services to Southlake citizens and businesses.
City Council approved a Community Services Agreement with
APEX last September for a three-year period, October 1, 2021
- September 30, 2024.
Due to inflation and increased costs of providing cultural
services for the Southlake citizens, City staff is budgeting an
8% payment increase for the remaining two years of this
agreement.
In consideration for the services rendered by APEX on behalf
of Southlake citizens, the City agrees to an increased annual
payment of $6,480 to APEX which will be dispersed by
November 1st of each year. This represents an 8% increase
from $6,000. In addition, $3,000 will be budgeted annually in
the Public Art Fund for cultural arts programming in support of
APEX programs.
The proposed agreement mirrors their previous agreement,
with the exception of the following changes:
• 8% increase in annual payment, changing from $6,000
to $6,480 annually.
City of Southlake Values. -
Integrity ♦ Innovation ♦ Accountability ♦ Commitment to Excellence ♦ Teamwork
Item 4M-2
Shana Yelverton, City Manager
Meeting Date — September 20, 2022
Page 2 of 3
A copy of the Amended Community Services Agreement,
detailing the organization's scope of services and the City's
obligations, and highlighting the proposed changes is
attached.
Financial
Considerations: Funding for the Community Services Agreement is included
in the proposed FY 2023 annual budget and will also be
included in subsequent budget proposals for FY 2024 as
required by the term of the agreement.
Strategic Link: Approval of the amended Agreement is linked to the City's
Strategy Map related to the Focus Areas of Performance
Management and Service Delivery and Partnerships &
Volunteerism and delivers the corporate objective to
collaborate with select partners to implement service
solutions.
Citizen Input/
Board Review: APEX has reviewed the proposed agreement and has been
notified of the board and City Council approval process.
Southlake Arts Council recommended approval (7-0) August
23, 2022
City Council consideration September 20, 2022
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 approve the Amended Community Services
Agreement as presented
• City Council approve the Amended Community Services
Agreement with input as desired.
• City Council decision not to renew the proposed Amended
Community Services Agreement
Supporting
Documents:
• Proposed APEX Community Services Agreement
City of Southlake Values. -
Integrity ♦ Innovation ♦ Accountability ♦ Commitment to Excellence ♦ Teamwork
Item 4M-3
Shana Yelverton, City Manager
Meeting Date — September 20, 2022
Page 3 of 3
Staff
Recommendation: City Council approval of the Community Services Agreement
with APEX Arts League for the term October 1, 2022 —
September 30, 2024.
City of Southlake Values. -
Integrity ♦ Innovation ♦ Accountability ♦ Commitment to Excellence ♦ Teamwork
DocuSign Envelope ID: F91FEC23-D4A0-4043-8CEF-DD5A830C8DA5
Item 4M-4
AMENDED AGREEMENT
BETWEEN THE CITY OF
SOUTHLAKE AND
APEX ARTS LEAGUE
STATE OF TEXAS §
V
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"), APEX Arts League, a non-profit
corporation of Texas, acting by and through its duly authorized Chairman
(hereinafter referred to as "AAL"), an organization exempt from taxation under
Section 501 (c)(3) of the Internal Revenue Code.
WHEREAS, the mission of AAL is to enhance appreciation and
participation in music and dance, as well as literary, visual and theatrical arts
in our region and to forward efforts of creating a regional arts center, a home
for community arts, a stage for professional performances and an educational
and civic center for all; and
WHEREAS, City and AAL desire to enter into an amended Agreement
whereby AAL will continue to provide for the creation of a regional focal point,
enhance community awareness and appreciation, and promote education
instruction for all ages for the arts, a meeting facility for civic and community
groups, create a home for area arts groups, and provide a venue for all
performing and visual arts in the region.
NOW, THEREFORE, City and AAL, in consideration of the mutual
undertakings hereunder set forth, do hereby covenant and agree as follows:
SECTION 1
SCOPE OF SERVICES
A. AAL 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.
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Item 4M-5
Community Services Agreement with Apex Arts League
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SECTION 2
CITY AND AAL STAFF CONTACTS
AAL and the City shall both provide staff liaisons as outlined in the attached
Appendix, Section A.
SECTION 3
GOVERNANCE
AAL 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
AAL boardof directors.
SECTION 4
CONSIDERATION
In recognition that the City elected to support the AAL and their promotion of
the arts rather than provide such service, City agrees to- an annual payment
to be paid to AAL in the amount of $6,480 to be dispersed annually on
November 1 of each year. In addition, $3,000 will be budgeted annually in
the Public Art Fund for cultural arts programming. Final payment and budget
allocations are subject to City Council authorization.
Payment by the City shall be applied by AAL as described in the attached
Appendix, Section A.
SECTION 5
REPORTING
A. AAL shall generate and provide to, Milenka Lopez, 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 AAL to the City.
SECTION 6
INSURANCE AND INDEMNIFICATION
AAL 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 ATTORNEYS, EXPERT
WITNESSES AND OTHER
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Community Services Agreement with Apex Arts League
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CONSULTANTS), ARISING OUT OF OR IN CONNECTION WITH,
DIRECTLY OR INDIRECTLY, THE NEGLIGENT ACT OR OMISSION OF
APEX, ITS OFFICERS, EMPLOYEES AND AGENTS, IN THE
PERFORMANCE OF SERVICES UNDER THIS AGREEMENT. APEX
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, AAL 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 Agreement shall be for a period beginning October 1,
2022 and ending September 30, 2024.
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 AAL ceases to provide services under this Agreement,
AAL 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, 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.
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Item 4M-7
Community Services Agreement with Apex Arts League
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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. AAL, its mission and the services outlined in the
attached Appendix, link to the City's strategy through the following strategic
objectives:
• Promote opportunities for partnerships and volunteer involvement
• Collaborate with select partners to implement service solutions
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.
The values set forth in Section 11 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.
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Item 4M-8
Community Services Agreement with Apex Arts League
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SECTON 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 tobe changed therewith.
This document may be executed in duplicate originals.
IN WITNESS WHEREOF the City an AAL have executed this Agreement as of
This day of 12022.
[a]11was] �Ye1l]I:1W_1:10
Mayor, City of Southlake
ATTEST:
Amy Shelley, TRMC
City Secretary
APEX Art,§. Lgneeague
e—Doc
Chairman, APEX Arts League
Approved as to form and legality
City Attorney
DocuSign Envelope ID: F91 FEC23-D4A0-4043-8CEF-DD5A830C8DA5
Item 4M-9
Community Services Agreement with Apex Arts League
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AMENDED AGREEMENT
BETWEEN CITY OF
SOUTHLAKE AND
APEX ARTS LEAGUE
APPENDIX
SECTION A
SCOPE OF SERVICES
A. In return for payment described in Section 4 of this Agreement, AAL shall
provide the following services:
1. AAL staff contact person to serve as a liaison between AAL and the
City:
a. Name: Terri Messing
b. Title: Chairman
c. Phone: 817.307.2224
d. Email Address: terrimessin.Wa verizon. net
2. Enhance the arts in the community and will work toward establishing a
home for the arts.
3. Schedule twelve (12) high quality professional programs or events
featuring local talent at minimal or no cost to the public between
October 1 and September 30 annually, during the term of the
agreement;
4. Provide and promote at least three (3) educational programs in the
arts for all ages.
5. Provide and promote at least three (3) programs or events with a
community arts component including, but not limited to, the display of
public art.
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
AAL. The City liaison shall be apprised by AAL of all AAL board
meetings. AAL shall forward a copy of the agenda for each meeting
prior to any scheduled meetings, and the City liaison may participate
with the AAL board at all scheduled meetings.
a. Name: Milenka Lopez
b. Title: Assistant to the Director of Community
Services
c. Phone: 817.748.8963
d. Email Address: mlopez ci. southlake.tx.us
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Community Services Agreement with Apex Arts League
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2. Provide a presence on www.CitvofSouthlake.com and/or
www.exoeriencesouthlaketexas.com which is limited to:
a. One information page which includes organization name, mission,
contact information and link to organization website; and
3. Consider posting information contained in press releases on
www.MVSouthlakeNews.com and/or www.CityofSouthlake.com and/or
www.experiencesouthlaketexas.com. Any and all information in such
press releases is subject to review and possible revision prior to
posting either in a story or PSA/ advertising format.
4. Provide access to the City's logo for use by AAL. Such use is subject
to review and approval by the Deputy Director of Communications.
5. Provide at no cost to AAL in accordance with current policies and
guidelines, the use of City facilities, excluding The Marq Southlake, for
events and meetings directly related to AAL business. Requests for
use of City facilities shall follow current reservation procedures as
outlined in the Facility Use Policy.
6. Provide to AAL in accordance with current policies, guidelines and
reservation fee schedule, for the use of City facilities at The Marq
Southlake. Requests for reservations at The Marq Southlake shall
follow current reservation procedures and fee schedule as outlined in
the City's Fee Schedule.
7. AAL may partner with the City to utilize The Marq, waving the
reservation fee, under the following guidelines:
• Up to four (4) programs or events may be hosted at The
Marq Southlake. An event or a program is considered as a
1-day event, not to exceed 8 hours
• Programs or events may not be hosted on peak weekends,
Friday evenings or as a full Saturday event
• For preferred date, events should be booked six (6) months
in advance
• Events must be in partnership with the City of Southlake,
and must be open to the public
• APEX may sell tickets -retaining all ticket proceeds --to
directly offset the cost of the event or program, but may not
utilize the event or program as a fundraiser
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Community Services Agreement with Apex Arts League
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• A post-event/program report detailing expenses, revenue,
and attendance must be submitted to the APEX liaison
within 30 business days of the event
SECTION B
PERFORMANCE AND QUALITY MEASURES
In evaluating AAL performance pursuant to Section 8 of this Agreement, the
City will determine whether AAL has met the following performance
measures:
A. The AAL organization will track attendance at programs/events they
provide throughout the year and provide that information to city staff at
the end of each fiscal year (September 30).
B. AAL will provide an assessment of value, including a detailed budget
sheet outlining how the City's funding is utilized in support of AAL, that
demonstrates the value their program created in the community for the
period of the contract at the end of each fiscal year (September 30).