1990-029NOTE: Amended by 94-119
ORDINANCE NO. "/_Q,29
AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT BETWEEN
THE CITY OF DENTON AND THE NORTH TEXAS FAIR ASSOCIATION FOR THE
PAYMENT AND USE OF HOTEL TAX REVENUE; AND PROVIDING AN EFFECTIVE
DATE.
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION I. That the Mayor is hereby authorized to execute an
agreement between the City of Denton and the North Texas Fair
Association for the payment and use of hotel tax revenue, under the
terms and conditions contained in the agreement, a copy of which is
attached hereto and made a part hereof.
SECTION II. That the City Council hereby authorizes the
expenditure of funds as set forth in the agreement.
SECTION III. That this ordinance shall become effective
immediately upon its passage and approval.
PASSED AND APPROVED this they 6`4 day of , 1990.
V
RAY ST H NS, YOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY:
APP VED AS TO LEGAL FORM:
DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY
BY:
NTFA.ord
AGREEMENT BETWEEN THE CITY OF DENTON AND
THE NORTH TEXAS FAIR ASSOCIATION
PROVIDING FOR THE PAYMENT AND USE OF HOTEL TAX REVENUE
This Agreement made between the City of Denton, Texas, a
municipal corporation (the "City"), and the North Texas Fair
Association, a non-profit corporation of the State of Texas (the
"Association"):
WHEREAS, V.T.C.S., Tax Code §351.002, authorizes the City to
levy by ordinance a municipal hotel occupancy tax ("hotel tax") not
exceeding seven percent (7%) of the consideration paid by a hotel
occupant; and
WHEREAS, by Ordinance No. 86-67, the City has provided for the
assessment and collection of a municipal hotel occupancy tax in the
City of Denton of seven percent (7%); and
WHEREAS, V.T.C.S., Tax Code §351.101 (a), authorizes the City
to use revenue derived from its hotel occupancy tax to promote
tourism and the convention and hotel industry by advertising and
conducting solicitations and promotional programs to attract
tourists and convention delegates or registrants to the
municipality or its vicinity; and
WHEREAS, the Association is well equipped to perform the
authorized activities and services on behalf of the City;
NOW, THEREFORE, in consideration of the performance of the
mutual agreements contained herein, the City and the Association
agree as follows:
I.
HOTEL TAX REVENUE PAYMENTS
A. Consideration. In consideration of the services to be
performed by the Association, the City agrees to pay the
Association, during 1990, from hotel tax revenue collected by the
City the sum of money equal to the amount of hotel tax revenue
received by the City from the hotel tax at a rate of one percent
(1%) of the cost of a room. During 1991, the City shall pay to
Association a sum equal to the amount of hotel tax revenue received
by the City at a rate of ninety-eight percent (98%) of one percent
(1%) of the cost of a room. For the years 1992, 1993 and 1994,
City agrees to pay Association a sum equal to the amount of hotel
tax revenue received by City at a rate of ninety-five percent (95%)
of one percent (1%) of the cost of a room. As used in this
paragraph, "hotel tax revenue" shall mean the monies collected by
the City resulting from the City's assessment of a municipal hotel
occupancy tax as authorized by V.T.C.S., Tax Code §351.002, after
deducting the following:
(1) Any monies expended by the City for the collection of
delinquent hotel tax assessments, including attorney's fees
and court cost;
(2) The reasonable expenses, including the cost of personnel,
incurred by the City to perform an audit of any person
responsible for collecting hotel tax assessments; and
(3) The amount of any reimbursement made by the City to any
person for the cost of collecting the hotel tax, as authorized
by V.T.C.S., Tax Code §351.004.
B. Dates of Payment. The annual payments shall be made in
quarterly installments on or before the 45th day following the end
of each quarter. The respective quarters will end on the last day
of March, June, September, and December of each year. The first
payment under this Agreement shall be made on or before May 15,
1990. Should the City amend the Code of ordinances of the City of
Denton to require hotel operators to remit the hotel occupancy tax
monthly, City shall pay Association monthly, on or before the 45th
day following the end of each month.
II.
USE OF HOTEL TAX REVENUE
A. Use of Funds. In consideration of the City's payment to
the Association of the hotel tax revenue provided herein, the
Association agrees to use the funds only for the purpose of
advertising and conducting solicitations and promotional programs
to attract tourists and convention delegates or registrants to the
City of Denton or its vicinity, as authorized by V. T.C.S., Tax Code
§351.101(a)(3).
B. Administrative Costs. The hotel tax revenue paid to the
Association under this Agreement may be spent for day-to-day
operations, supplies, salaries, office rental, travel expenses, and
other administrative costs only if those administrative costs are
incurred directly in performing the activities authorized by this
Agreement. If the Association conducts other activities for which
the hotel tax revenue paid by the City are not specifically
authorized under this Agreement, the portion of the total
administrative costs of the Association for which hotel occupancy
tax revenue may be used shall not exceed the portion of those
administrative costs actually incurred in conducting the activities
for which the hotel occupancy tax revenue may be used under this
Agreement.
C. Travel Expenses. Hotel tax revenue paid by the City to the
Association shall not be spent for travel for any person to attend
any event or conduct any activity the primary purpose of which is
not directly related to the promotion of tourism and the convention
and hotel industry or the performance of the person's job in an
efficient and professional manner.
D. Notice of Meetings. The Association shall give the City
Manager of the City written notice, at least five days in advance,
of the time and place of any meeting of the governing body of the
Association, which shall be open to the City Manager or his or her
designee.
III.
RECORD KEEPING AND REPORTING REQUIREMENTS
A. Budget. On or before July 31, 1990, and on or before the
same date of each successive year during the term of this
Agreement, the Association shall prepare and submit an annual
budget to the City Council. City shall not pay any hotel tax
revenue under this Agreement until and unless the City Council
first approves in writing the Association's annual budget which
provides for the use of those funds to be paid by City. The
approval by the City Council of the City of the annual budget of
the Association creates a fiduciary duty in the Association with
respect to the hotel tax revenue provided by the City to the
Association under this Agreement.
B. Accounts. The Association shall maintain any hotel tax
revenue received from the City in a separate account established
for that purpose and shall not commingle that revenue with any
other money or maintain it in any other account. The Association
shall maintain complete and accurate financial records of each
expenditure of hotel tax revenue on at least a monthly basis and
shall make the records available for inspection and review by the
City's Executive Director of Finance or his or her designee upon
request.
C. Reimbursement. In the event of the termination of this
Agreement, the Association shall submit to the City a statement
showing any expenses incurred by it for the present quarter in
which the termination takes place and the City agrees to reimburse
the Association, during that quarter, an amount equal to the lesser
of the expenses incurred by the Association during that quarter or
the amount they would normally be eligible to receive under the
terms of this Agreement for that quarter. The City also realizes
that the Association may have committed itself to pay expenses for
authorized activities that will occur after the termination of this
3
Agreement, and the City agrees to reimburse the Association for
such expenses up to the cumulative sum of $1,000.00, subject to the
total maximum payment provided for in this Agreement.
D. Reports. Within thirty days after the end of every
quarter, the Association shall furnish to the City a performance
report of the work performed under this Agreement, in the form
determined by the City Manager, describing the activities performed
under this Agreement during that quarter. The Association shall
promptly respond to any request from the City Manager of the City
for additional information relating to the activities performed
under this Agreement.
IV.
INDEMNITY
The Association agrees to indemnify, hold harmless, and defend
the City, its officers, agents, and employees, from and against all
claims or suits for injuries, damage, loss, or liability of
whatever kind or character arising out of or in connection with
this Agreement.
V.
TERM AND TERMINATION
A. Term. The term of this Agreement shall be for a period of
five years, commencing on January 1, 1990 and ending on December
31, 1994.
B. Termination. This Agreement may be terminated by either
party giving written notice to the other at least ninety (90) days
prior to the date of termination. This Agreement shall
automatically terminate upon occurrence of any of the following
events:
(1) The termination of the corporate existence of the
Association;
(2) The insolvency of the Association, the filing of a
petition in bankruptcy, either by or against the
Association, or an assignment by the Association for the
benefit of creditors; or
(3) The breach by the Association of any of the terms and
conditions of this Agreement and the continuation of the
breach for a period of ten (10) days after written
4
notice is given by the City to the Association of such
breach.
VI.
MISCELLANEOUS PROVISIONS
A. Independent Contractor. The Association shall operate as
an independent contractor as to all services to be performed under
this Agreement and not as an officer, agent, servant, or employee
of the City. The Association shall have exclusive control of its
operations hereunder and the persons performing the same and the
Association shall be solely responsible for the acts and omissions
of its officers, employees, and agents. The Association shall not
be considered a partner or joint venturer with the City, nor shall
the Association be considered nor in any manner hold itself out as
an agent or official representative of the City.
B. Assignment. The Association shall not assign this
agreement without first obtaining the written consent of the City.
C. Notice. Any notice required to be given under this
Agreement shall be effective if and when given in writing and
deposited in the United States Mail, certified or registered mail,
return receipt requested, on the date so deposited and addressed to
the respective parties as follows:
City Association
City Manager President
City of Denton North Texas Fair Association
215 East McKinney P. O. Box 1695
Denton, Texas 76201 Denton, Texas 76202
D. Successors. This Agreement shall be binding upon the
successors and assigns of the respective parties.
E. Entire Agreement. This written instrument contains the
entire agreement between the parties, and neither party has relied
on any prior or contemporaneous representations, either oral or
written, that are not contained in this Agreement.
F. Application of Laws. All the terms, conditions and
stipulations of this agreement are subject to all applicable
federal laws, state laws, the Charter of the City of Denton, all
ordinances passed pursuant thereto and all judicial determinations
relative thereto.
EXECUTED on this the ~ day of , 1990.
5
CITY OF DENTON, TEXAS
BY:
RAY HENS MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY:
APPROVED AS TO LEGAL FORM:
DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY
BY:
NORTH TEXAS FAIR ASSOCIATION
BY:
alv~ AL-'~ J ES RODEN, PRESIDENT
ATTEST:
SECRETARY
fair
6
E:\NPDOCS\ORD\NTFAIR.AMD
ORDINANCE NO. ( 4 N/~
AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE AMENDMENT NO. 1 TO
PATHE CITY OF YMENT AND USE T OF HOTEL E TANORTH TEXAS X REVENUE; AND
AGREEMENT THE ASS CIATION F R BETWEEN
PROVIDING AN EFFECTIVE DATE.
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION I. That the Mayor is hereby authorized to execute
Amendment No. 1 to the agreement between the City of Denton and the
North Texas Fair Association for the payment and use of hotel tax
revenue, under the terms and conditions contained in the agreement,
a copy of which is attached hereto and made a part hereof.
SECTION II. That the City Secretary is hereby directed to
attach a copy of this ordinance to Ordinance No. 90-029, and to
inscribe upon the face thereof that this Amendment No. 1 was
executed.
SECTION III. That this ordinance shall become effective immed-
iately upon its passage and approval.
PASSED AND APPROVED this the day of , 1994.
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY.
APPROVED AS TO LEGAL FORM:
DEBRA A. DRAYOVITCH, CITY ATTORNEY
BY:
AMENDMENT NO. 1 TO THE AGREEMENT BETWEEN
THE CITY OF DENTON AND THE NORTH TEXAS FAIR ASSOCIATION
FOR THE PAYMENT AND USE OF HOTEL TAX REVENUE
WHEREAS, on February 20, 1990, the City Council approved an
Agreement with the North Texas Fair Association for the payment and
use of hotel tax revenue, the Agreement to terminate on December
31, 1994; and
WHEREAS, as the City is in the process of reviewing all of its
agreements for the payment and use of hotel tax revenue, the City
wishes to extend the term of the contract through March 31, 1995 to
provide sufficient time for review and incorporate into the
agreement the newly enacted House Bill 1122; and
WHEREAS, the North Texas Fair Association is agreeable to the
extension; NOW, THEREFORE, the parties agree:
Section I. That Article V. (Term and Termination) Section A.
(Term) of the Agreement between the North Texas Fair Association
and the City of Denton, approved by the City Council on February
20, 1990, the "Agreement", is hereby amended to read as follows:
A. Term. The term of this Agreement shall commence
January 1, 1990 and end on March 31, 1995.
Section II. That Article III. D. of the Agreement is hereby
amended as follows:
D. Reports. Within thirty days after the end of every
quarter, the Association shall furnish to the City (1) a
performance report of the work performed under this
Agreement, in the form determined by the City Manager
describing the activities performed under this Agreement
during that quarter, and (2) a list of the expenditures
made with regard to hotel tax funds pursuant to the TEX.
TAX CODE ANN. § 351.101(c) (Vernon 1994). The Associa-
tion shall promptly respond to any request from the City
Manager of the City for additional information relating
to the activities performed under this Agreement.
Section III. That in all other respects, the terms and con-
ditions of the Agreement shall continue to be in full force and
effect.
EXECUTED on this the day of , 1994.
CITY OF DENTON, TEXAS
BY:
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY: AP AS TO LEGAL FORM:
DEBRA A. DRAYOVITCH, CITY ATTORNEY
BY: `
NORTH TEXAS FAIR ASSOCIATION
BY:
ES RODEN, PRESIDENT
ATTEST:
BY:
SECRETARY
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