17072E
9
1 ORDINANCE NO. 17,072
2
3 AN ORDINANCE TO AUTHORIZE A CONTRACT
4 BETWEEN THE CITY AND THE DOWNTOWN
5 PARTNERSHIP TO OPERATE THE FARMER'S
6 MARKET IN THE RIVER MARKET DISTRICT;
7 TO DISPENSE WITH COMPETITIVE
a BIDDING; APPROPRIATING FUNDS TO PAY
9 FOR THE CONTRACT; DECLARING AN
10 EMERGENCY; AND FOR OTHER PURPOSES.
11
12 WHEREAS, the voters approved a capital improvement bond
13 issue for a farmer's market to be located an the entrance to the
14 Julius Breckling Riverfront Park; and
15 1 SEAS the Downtown Partnership has been operating the
16 farmer's market within the City for over 20 years and, in
17 addition, will match any monies offered by the City with up to
18 $650,000.00 in contributions to the farmer's market project;
19 and
20 WHEREAS, it is impractical and unfeasible to issue
21 competitive bids for an operations service that offers this type
22 of financial incentive.
23 NOW THEREFORE, BE IT ORDAINED BY THE BOARD OF DIRECTORS OF
24 THE CITY OF LITTLE ROCK, ARKANSAS:
25 SECTION 1. The City Manager is authorized to enter into a
26 contractual agreement, in a form approved by the City Attorney,
27 between the City of Little Rock and the Downtown Partnership to
28 operate the farmer's market at the entrance of the Julius
29 Breckling Riverfront Park, for a period not to exceed five years
30 in an amount not to exceed seventy -five thousand dollars
31 ($75,000.00) per year.
32 SECTION 2. Because the Downtown Partnership is going to
33 invest up to six hundred and fifty thousand dollars'
34 ($650,000.00) in return for this contract in the farmer's market
35 project, it is impractical and unfeasible to bid, therefore
36 competitive bidding is waived.
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
SECTION 3. The funds to pay the cost of this contract shall
be taken from Account No. 100 -1075
SECTION 4. EMERGENCY. The ability to enter into a contract
to operate and manage the farmer's market as a part of the River
Market District and, in the process, to further revitalize the
use of the Julius Breckling Riverfront Park is essential to the
public health, safety and welfare. An emergency is therefore
declared to exist and this ordinance shall be in full force and
effect from and after the date of its adoption.
PASSED: January 2, 1996
i;NWW *9 0
.O -
CITY CLERK
APPROVED AS TO FORM:
ie �--% ►mot
TH03M M. ENT
CITY ATTORNEY
DRAFT DRAFT DRAFT g
• •
CONTRACT
THE CITY OF LITTLE ROCK, ARKANSAS ( "City "), a municipal corporation organized under
the laws of the State of Arkansas, and THE DOWNTOWN PARTNERSHIP ( "Partnership "), a
501(c)(3) non -profit corporation organized under the laws of the state of Arkansas, enter into this
Agreement this _ day of 1995.
WTTNESSETH
WHEREAS, the City is committed to support community and economic development;
and
WHEREAS, such commitment involves downtown business involvement and
capitalization of the Riverfest Amphitheatre events; and
WHEREAS, citizens approved construction of the River Market and further development
of Markham Street; and
WHEREAS, the City Board of Directors, in Ordinance No. (date) awarded a
contract to the Downtown Partnership to manage the day to day operations of the River Market
and coordinate events at the Amphitheatre with the City Managers office.
NOW, THEREFORE, BE IT AGREED BY THE PARTIES AS FOLLOWS:
ARTICLE 1. TERM AND CONDITIONS.
Section 1.01. Term. The term of this Agreement is from January 1, 1996 through
December 31, 1997. ** *suggestion noted - 5 years to match pledge -- ??
Section 1.02. Consideration. For and in consideration of the covenants set forth below,
and in ratification of any work done to date, the City agrees to pay the Partnership an annual
management fee of $75,000, to be paid monthly over the term of the contract.
Section 1.03. Marketing Fee. To provide adequate funds to promote and advertise
the River Market facility, the City agrees to pay the Partnership a one -time fee of $75,000
on or before March 1, 1996. Thereafter, the City will make an annual marketing
contribution of $25,000 payable January 15, 1997 and each succeeding year that this
agreement is in effect.
Section 1.04. Twin City Bank. Funds provided by the City to the Partnership will be
deposited in Twin city Bank. Twin City Bank is a bank which has a major full - service office
within the Little Rock city limits.
ARTICLE 2. SERVICES TO BE PROVIDED.
Section 2.01. Services to be Provided to Little Rock Residents. Services under this
Agreement shall be provided to Little Rock residents in the form of offering a central location for
the Farmers Market, retail outlets and special event facilities.
Section 2.02. Services to be Provided by the Partnership. The Partnership will pay for
operational expenses at the River Market, including the hiring of adequate management
personnel to oversee marketing, solicitation for special events (including setup), advertising,
building and grounds maintenance, utilities, security and retail rentals. Grounds setup and
"RAP M � D1-
llll►►��'' 1 • •
service for ticketed events at the Riverfest Amphitheatre as well as on -going grounds
maintenance will be provided by the River Market staff and coordinated with the City.
The Partnership will provide the financial administration of subcontracts to farmers and retailers
to include: development of budgets, contracting, monitoring of expenditures and payment of
invoices for expenses incurred by day to day operations of the market and subcontractors. At the
end of the calendar year net operating income will flow from the Partnership to the City except
in the event that expenses exceed revenues and then the City shall make an additional
contribution. Payment for out -of- pocket expenses, including building maintenance shall be
made from revenues received from space rental and other site income.
ARTICLE 3. PAYMENT METHOD.
Section 3.01. Payment Method to the Partnership. A management fee will be paid to the
Partnership for management of the River Market from the City on an annual basis in the amount
of $ The City further agrees to pay major costs to infrastructure.
Section 3.02. Payment Method to the City. Annual net operating income will be pooled
in a City account for purposes of funding improvements to infrastructure at the River Market and
the Riverfest Amphitheatre. Recommendations for expenditures will be reviewed by a
governing body made up of a representative from the City, the Partnership and the Little Rock
Convention and Visitors Bureau.
ARTICLE 4. FINANCIAL REPORTING REQUIREMENTS.
Section 4.01. Financial Reporting Requirements. The Partnership agrees to supply
financial reports to the city and to maintain adequate bookkeeping and documentation to
substantiate those reports. The Partnership shall submit quarterly reports of all expenditures
during the term of this agreement. The type or style of bookkeeping shall be such that revenues
and expenditures associated with this Agreement are accounted for separately from other monies
and in a form acceptable to the City Finance Director.
ARTICLE 5. OFFICE SPACE.
Section 5.01. Partnership Office Space. The Partnership will be allocated a portion of
the second floor of the Calco Building for office space to support operations of the Market.
Section 5.02. City Office Space. The City will be allocated a portion of the second
floor of the Calco Building for office space to support over -sight responsibilities at the Market
and operation responsibilities at the Riverfest Amphitheatre.
ARTICLE 6. NON- DISCRUVIINATION.
Section 6.01. Non - Discrimination. The Partnership agrees to comply with all applicable
federal and state laws regarding non - discrimination, and specifically agrees to not discriminate
against any participant because of race, religion, disability, sex or national origin.
Section 6.02. Use of Funds for Political and Sectarian Activities Prohibited. The
Partnership agrees that it shall not use any of the funds provided under this Contract for political
or sectarian purposes.
ARTICLE 7. INDEPENDENT CONTRACTOR.
Section 7.01. Independent Contractor. The Partnership is not acting herein as an agent
or employee of the City, but shall, at all times, and in all respects, have the rights and liabilities
of an independent contractor.
ARTICLE 8. INDEMNITY.
Section 8.01. The Partnership agrees that it shall indemnify and save harmless the City,
their officers, agents and employees from:
ti
"6m M M M
•
•
ADM M M io
(1) any claims or losses for services rendered by any subcontractor, person or firm
performing or supplying services, materials or supplies in connection with the performance of
the contract;
(2) any claims or losses resulting to any person or firm injured or damaged by the
erroneous or negligent acts, including disregard of federal and state statutes or regulations, by the
Partnership, its officers, employees or subcontractors in the performance of the contract.
ARTICLE 9. CONTACT PERSONS.
Section 9.01. Contact Person for the City.
Cy Carney, Assistant City Manager
City Hall, Room 230
500 West Markham
Little Rock, Arkansas 72201
(501) 371 -4510
Section 9.0.2. Contact Person for the Partnership.
Jimmy Moses
The Downtown Partnership
Little Rock, Arkansas 72201
(501) 37
ARTICLE 10. MODIFICATION
Section 10.01. Modification. Any modifications to this contract agreement must be in
writing, signed by both parties.
ARTICLE 11. DUTY TO REPORT. PROBLEMS IN ADMINISTRATION AND
REMEDY
Section 11.01. Duty to Report Problems in Administration. The Partnership shall report
any difficulties in administration which affect a material provision of this contract. Material
means "an important or essential term of the agreement." A material change would be one that
requires the Partnership provide more or less services than called for in the original agreement.
Section 11.02. Remedy. Upon notification by the Partnership of a problem in
administration, the City and the Partnership will work together to develop pa reasonable solution
to the problem. If contract modifications are required, they will be made as provided in Article
10 above.
ARTICLE 12. TERMINATION.
Section 12.01. Termination. Failure by the Partnership to provide the services identified
in this Agreement is a breach and grounds for termination by the City.
Section 12.02. Damages. Upon notification by the City to the Partnership of the breach
and termination of contract, the Partnerships shall release the premises and provide a complete
accounting in the time period so specified.
ARTICLE 13. MISCELLANEOUS.
Section 13.01. This Agreement is governed by the laws of the state of Arkansas.
Section 13.02. The Partnership agrees to comply with the requirements of the Americans
with Disabilities Act and the Equal Employment Opportunity Act and to require such
compliance in contractual agreements with subcontractors.
Section 13.03. This Agreement may be terminated at an earlier date by either party by
■� DR-'
giving sixty (60) days written notice to the contact person listed in Article 9.
Section 13.04. The officials who executed this Agreement hereby represent and warrant
that they have full and complete authority to act on behalf of the City and the Partnership,
respectively, and that by their signatures below, the terms and provisions hereof constitute valid
and enforceable obligations of each.
Section 13.05. This Agreement shall be executed in the original, and any number of
executed copies. Any copy of this Agreement so executed shall be deemed an original and shall
be deemed authentic for any other use.
WHEREFORE, the parties have hereunto affixed their hands and seals this day of
CITY OF LITTLE ROCK, ARKANSAS DOWNTOWN PARTNERSHIP
Charles Nickerson
City Manager
Date:
ATTEST:
Robbie Hancock
City Clerk
M9U;Zi3LIVA91�71
Thomas M. Carpenter
City Attorney
Contract.RM
Reillyk
Jimmy Moses
Date:
=If=