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13-Contract with Chamber of Commerce to maintain the V&CCCITY COUNCIL AGENDA ITEM BRIEFING SHEET Submittal Date: Originating Department: Presented By: Agenda Item No.: 10/20/10 Council Date: Legal Kent McIlyar, City Attorney 13. 11/08/10 RECOMMENDED MOTION: Move to approve a Resolution authorizing a Contract with the Chamber of Commerce of Lamar County, Inc. to maintain the Visitors & Convention Council for the purpose of managing the municipal hotel occupancy tax fund. POLICY ISSUE(S): Fiscal BACKGROUND: Chapter 351 of the Texas Tax Code authorizes municipalities to impose taxes upon use or possession of a hotel room. As provided in Article 3, Section 30-38 et seq. of the Code of Ordinances of the City of Paris, the City imposes a hotel occupancy tax as authorized by state law. The current contract with the Chamber of Commerce was approved on December 12, 2005 and the proposed agreement makes no changes other than to have a new initial one-year term with four one-year renewals. BOARD/COMMISSION RECOMMENDATION: N/A EXHIBITS: Resolution and Contract ACTION: BUDGET INFO: ❑ Financial Report ❑ Minute Order Expense $ ❑ Departtnent Report ~ Resolution Budgeted Amt. $ ~ Presentation ❑ Ordinance y'I'D Actual $ ~ Public Hearing ❑ Other Acct. Name Acct. Number FISCAL NOTES: REVIEWED AND APPROVED BY: Z Administration Z City Clerk ❑ Community Development ❑ EMS/IT ❑ Finance ❑ Fire ❑ Municipal Court Z Legal ❑ Library ❑ Police ❑ Eng./Public Works ❑ Utilities City of Paris 82 Revised 2/04/08 DRAFT S:\RESWORK\CURRENT\V&CCTAX Contr Res 2010.docx RESOLUTION N0. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS, TEXAS, APPROVING THE CONTRACT WITH THE CHAMBER OF COMMERCE OF LAMAR COUNTY, INC. TO MAINTAIN THE VISITORS & CONVENTION COUNCIL FOR THE PURPOSE OF MANAGING THE MUNICIPAL HOTEL OCCUPANCY TAX FUND TO PROMOTE TOURISM AND THE CONVENTION AND HOTEL INDUSTRY IN THE CITY OF PARIS; MAKING OTHER FINDINGS AND PROVISIONS RELATED TO THE SUBJECT; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Council of the City of Paris did heretofore, on the 12th day of December, 2005, in Resolution No. 2005-148, authorize the execution of a contract with the Chamber of Commerce of Lamar County, Inc., to maintain the Visitors & Convention Council for the purpose of managing the Municipal Hotel Occupancy Tax Fund to promote tourism and the convention and hotel industry in the City of Paris, which contract expired on the 30th day of September, 2010; and, WHEREAS, the City Council is pleased with the accomplishments through the administration of the Visitors & Convention Council and is desirous of renewing the contractual arrangement with the Chamber of Commerce of Lamar County, Inc. on revised terms and conditions as stated in said revised contract; and, WHEREAS, the form of said revised contract, attached hereto as Exhibit A, should, in all things, be approved, and the Mayor should be authorized to execute the same. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUIVCIL OF THE CITY OF PARIS, TEXAS: Section 1. That the findings set out in the preamble to this resolution are hereby in all things approved. Section 2. That the form of the contract with the Chamber of Commerce of Lamar County, Inc. for maintaining the Visitors and Convention Council, attached hereto as Exhibit A, be, and the same is hereby, approved. Section 3. That the Mayor be, and he is hereby, authorized and directed to execute, on behalf of the City of Paris, the contract with the Chamber of Commerce of Lamar Counry, Inc., upon the terms and conditions and in the form shown in Exhibit, A attached hereto. Section 4. That this resolution shall be effective from and after its date of passage. 83 PASSED A1VD ADOPTED this 8th day of November, 2010. Will Biard, Mayor ATTEST: Janice Ellis, City Clerk APPROVED AS TO FORM: W. Kent McIlyar, City Attorney 84 AGREEMENT BETWEEN CITY OF PARIS AND LAMAR COUNTY CHAMBER OF COMMERCE MANAGEMENT OF HOTEL OCCUPANCY TAX FUND STATE OF TEXAS ) ) KNOW ALL MEN BY THESE PRESENTS: COUNTY OF LAMAR ) WHEREAS, Chapter 351 of the Texas Tax Code authorizes municipalities to impose taxes upon use or possession of a hotel room as provided in said Chapter 351; and, WHEREAS, as provided in Article 3, Section 30-38 et seq. of the Code of Ordinances of the City of Paris, the City of Paris has, pursuant to the aforesaid Chapter 351 of the Texas Tax Code, imposed a hotel tax as authorized by state law; and, WHEREAS, pursuant to said Chapter 351 and Section 30-38 of the Code of Ordinances of the City of Paris, the City desires to contract with the Chamber of Commerce of Lamar County, Inc., to maintain a Visitors and Convention Council for the purpose of managing the municipal hotel occupancy tax fund as set out in this agreement; WITNESSETH: Far and in consideration of these premises, the CITY OF PARIS, TEXAS, a municipal corporation, acting by and through its Mayor, Will Biard, duly authorized, hereinafter called CITY, and the CHAMBER OF COMMERCE OF LAMAR COUNTY, INC., a corporation, acting by and through its Directar, Mindy Moree, duly authorized, hereinafter called CHAMBER, in consideration of the mutual covenants, agreements, stipulations, and payments, do hereby contract and agree as follows: 1. That CHAMBER agrees to maintain a Visitors and Convention Council for the purpose of managing the Municipal Hotel Occupancy Tax Fund to promote tourism and the convention and hotel industry in the City of Paris, and for the purpose of operating the Love Civic Center. 2. That CHAMBER shall submit for approval to the City Council of the City of Paris on or before July 1 St each year a proposed annual program of work and budget for the Visitars and Convention Council which shall include dedicating three-sevenths (3/7) of the total hotel/motel tax revenue received by CHAMBER to a convention capital fund to be used for improving, enlarging, equipping, repairing, operating, or maintaining the Love Civic Center. Any proposed amendment to said program of work shall be submitted to the City Council far approval a minimum of thirty (30) days before the proposed effective date of such amendment. -1- EXHIBIT ~ 85 Approval by the City Council of the City of Paris of the annual budget for the Visitors and Convention Council creates a fiduciary duty in the CHAMBER with respect to the revenue received by the Municipal Hotel Occupancy Tax. 3. That CHAMBER's established Visitors and Convention Council shall meet at least quarterly and, within thirty (30) days after the end of each quarter, shall submit minutes of the Visitors and Convention Council meeting and a financial report to the City Manager of the City of Paris. 4. That CHAMBER shall receive and deposit all funds provided herein in a separate banking account in such a manner as to preclude co-mingling of these funds with other funds of said CHAMBER. 5. That CHAMBER shall maintain complete and accurate financial records of all expenditures of hotel occupancy tax revenue and on request by the City Manager or City Council of the City of Paris shall make the records available for inspection and/or audit to the CITY or its designated representative. 6. The CITY shall make quarterly distributions to the CHAMBER of the Hotel Occupancy Taxes collected pursuant to Article III, Chapter 30 of the City Code of Ordinances and Chapter 351 of the Texas Tax Code for the CHAMBER'S use in operating the Visitors and Convention Council and promoting tourism and the convention and hotel industry in the City of Paris, Lamar County, Texas. That CITY shall retain five percent (5%) of the quarterly collections under Article III of Chapter 30, Code of Ordinances of the City of Paris, for the purposes of funding special purpose grants to enhance tourism as determined by the City Council in accordance with Chapter 351 of the Texas Tax Code. CITY shall pay over the remainder of tax funds collected to CHAMBER within thirty (30) days after the end of the collection period thereof as provided in Section 30-40 of the Code of Ordinances of the City of Paris. 7. That money paid to CHAMBER as a result of this Agreement shall be used only for the purposes enumerated in Section 30-38 of the Code of Ordinances of the City of Paris. As part of those purposes, and pursuant to the provisions of Section 30-38 (4) of the Code of Ordinances of the City of Paris, the CHAMBER shall, during the term of this agreement, including any extensions thereof, fund the City of Paris Municipal Band in an amount of no less than $10,000 per annum. 8. That CHAMBER agrees to make periodic reports to the City Council at least quarterly, -2- ~ . 86 listing the expenditures made with revenue from the Municipal Hotel Occupancy Tax Fund. 9. That CHAMBER will, at the same time of presentation of the above-described quarterly reports, provide a report of its activities with regard to the use of the funds herein provided far so that CITY may evaluate the results of the promotion and advertising campaign so conducted. 10. That CHAMBER may secure and pay for, out of funds provided herein the services of individuals or corporations to promote tourism and the convention and hotel industry in the City of Paris. 11. That CHAMBER will provide to the CITY six (6) free uses of the Civic Center facility for use by the CITY for CITY related functions. 12. That CHAMBER agrees to perform the services provided hereunder in full conformance with the provisions of the Code of Ordinances of the City of Paris, including specifically Article III of Chapter 30 of said Code, and in full conformance with the requirements of Chapter 351 of the Texas Tax Code. That CHAMBER further agrees that any and all meetings conducted by the Visitors and Convention Council or otherwise to administer and disperse funds as grants for support of the arts shall be conducted in public in conformance with the Texas Open Meetings Law, Chapter 551 et seq. 13. That CHAMBER covenants and agrees that CHAMBER is an independent contractor and not an officer, agent, servant or employee of the CITY; that CHAMBER shall have exclusive control of and exclusive right to control the details of the services to be performed hereunder and all persons performing same, and shall be responsible for the acts and omissions of its officers, agents, employees, contractors, subcontractors and consultants; that the doctrine of respondeat superior shall not apply as between CITY and CHAMBER, its officers, agents, employees, contractors, subcontractors and consultants, and nothing herein shall be construed as creating a partnership or joint enterprise between CITY and CHAMBER for the purpose of this contract and shall, in no manner, incur expenses or liabilities on behalf of CITY. 14. That CHAMBER agrees to release, indemnify and hold the CITY its elected officials, officers and employees harmless from any and all claims or lawsuits brought by third parties for injuries, damages, or liabilities arising from or related to the services provided by CHAMBER pursuant to this Agreement. 15. That the term of this Agreement shall begin October 1, 2010, and shall end September 30, 2011, provided that said contract shall automatically renew for four (4) additional one-year -3- - - S 7 terms, ending September 30, 2015 unless terminated earlier by either party to the Agreement. Either party to this Agreement may provide notice to the other party of intention to terminate this contract effective at the end of the then current term, provided written notice of such intent to terminate is delivered to the other party no less than thirty (30) days prior to the automatic renewal date. EXECUTED on the dates shown in the acknowledgments below. CITY OF PARIS, TEXAS By: Will Biard, Mayor ATTEST: Janice Ellis, City Clerk APPROVED AS TO FORM: W. Kent McIlyar, City Attorney CHAMBER OF COMMERCE LAMAR By: Mindy Moree, Director ATTEST: Secretary -4- _ 88 STATE OF TEXAS ) ) COUNTY OF LAMAR ) BEFORE ME, the undersigned authority, on this day personally appeared WILL BIARD, Mayor of the City of Paris, Texas, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed and in the capacity therein stated. 2010. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of November, Notary Public, State of Texas STATE OF TEXAS ) ) COUNTY OF LAMAR ) BEFORE ME, the undersigned authority, on the undersigned authority, on this day personally appeared MINDY MOREE, Director, Chamber of Commerce of Lamar County, Inc., known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY AAND AND SEAL OF OFFICE this day of November, 2010. Notary Public, State of Texas -s- 89