Res 087-2021 4B Budget Amendment WC Heritage Society KellHouse Renovation 08/03/2021 Resolution No. 87-2021
Resolution approving the programs and expenditures of the Wichita
Falls Type B Sales Tax Corporation Board of Directors and amending
the budget to include funding up to $100,000 to The Wichita County
Heritage Society to assist in the renovation of the Kell House Museum
at 900 Bluff Street
WHEREAS, Texas Local Gov't. Code § 501.073(a) provides "The corporation's
authorizing unit will approve all programs and expenditures of a corporation and annually
review any financial statements of the corporation;" and,
WHEREAS, on July 19, 2021 , the Wichita Falls Type B Sales Tax Corporation
approved the project listed below and as stated in its agenda.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF WICHITA FALLS, TEXAS, THAT:
1 . The Wichita Falls Type B Sales Tax Corporation's approval and funding of the
following programs and expenditures, in a total amount not to exceed $100,000 as
described below and in said corporation's agenda, is approved:
An amount up to $100,000 to The Wichita County Heritage Society to
assist in the renovation of the Kell House Museum at 900 Bluff Street
2. The current fiscal year budget of the Type B Sales Tax Corporation is amended
to provide for the aforementioned expenditures and changes thereto.
PASSED AND APPROVED this the 3rd day of August, 2021 .
MAYOR
ATTEST:
gat;
City Clerk
Wichita Falls Type B Sales Tax Corporation
July 19, 2021
ITEM/SUBJECT: Public hearing and consideration of a funding request from The
Wichita County Heritage Society related to the renovation of the Kell
House Museum at 900 Bluff Street.
ATTACHMENTS: (1) Letter of request, (2) previous agreement from 2017
STRATEGIC GOAL: Redevelop Downtown
STRATEGIC OBJECTIVE: Enhance Focus on Culture, Arts, and Entertainment Venues
Staff Summary:
Timeline
• December 2017— Type B Corporation Board and City Council approve project at
a cost not to exceed $100,000;
• January 1, 2019 — Funding agreement expires;
• July 19, 2021 — Corporation Board to consider funding request;
• August 3 or 17, 2021 — If request approved by Board, City Council to consider
ratifying budget amendment facilitating project.
The applicant requests funding in an amount not to exceed$100,000 to assist in the long-
delayed project to renovate the Kell House Museum. The Board and City Council
previously approved funding for the project; however, such expired as fundraising and the
pandemic has delayed the initiation of related work (see attached letter).
The Society's executive director, Delores Culley, will be at the meeting to present the
request and answer any questions the Board may have.
City staff recommends the Board open the public hearing and consider the request.
^ti
WICHITACOUNTY
HERITAGE SOCIETY
r• •1
June 24,2021
Mr.Paul Menzies
Assistant City Manager
City of Wichita Falls
1300 7th Street
Wichita Falls,Texas 76301
Re: Wichita Falls 4B Sales Tax Grant
Dear Mr.Menzies:
In December,2017 The Wichita County Heritage Society was issued a grant for the Kell
House Revitalization Project in the amount of$loo,000.00.
By the beginning of 2020 we had raised over half of the funding and we securing bids for
the project. An than,like everything else in 2020,things came to a standstill. We are
finally at the point of putting up scaffolding and beginning this long awaited
revitalization of the Kell House Museum.
The purpose of this letter is to request an extension on the funding. It was originally set
to expire in December of 2020. Once we begin the work it should be completed by
Christmas,just in time for Santa House.
Please let me know if you require any additional information regarding this matter. I
look forward to hearing from you soon.
Delores A.Culley
Executive Director
ac5a 4frtgtie(PAfattie Tutu/ie„
900 Bluff Street • Wichita Falls, Texas 76301 • PHONE (940) 723.0623 • FAX (940) 723.6592 • wichita-heritage.org
Performance Agreement between the Wichita Falls 4B Sales Tax Corporation
and the Wichita County Heritage Society for the Kell House Museum
for Incentives at 900 Bluff Street in Wichita Falls,Texas
This Performance Agreement("Agreement")is entered into on id 1,4017 ,2017,by
and between the Wichita Falls 4B Sales Tax Corporation ("WF4BSTC"), a Texas development
corporation authorized under the Texas Development Corporation Act of 1979,Section 4A,("Act"),and
the Wichita County Heritage Society for the Kell House Museum("Company").
Whereas,Company seeks to improve 900 Bluff Street in Wichita Falls,Texas;and,
Whereas,Company estimates it will complete its project by October 15,2019;and,
Whereas,the WF4BSTC finds that the project is a museum and tourist facility and will promote
or develop new or expanded business enterprises downtown;and,
Whereas,Company needs assistance in paying for interior and exterior improvements.
Now,therefore,be it resolved,subject to the approval of the Wichita Falls City Council and the
execution of subsequent agreements to memorialize and obligate funds provided hereunder in the form
to be provided by the WF4BSTC,the parties agree as follows:
Incentives:
Grant WF4BSTC's Total Maximum Obligation:$100,000
The WF4BSTC agrees to provide to Company up to$100,000 to assist in interior and exterior
repairs to the Kell House Museum.
Documentation. Prior to receiving payment from the WF4BSTC pursuant to this Agreement,
Company shall submit documentation as required by the WF4BSTC to verify and document such
request, including forgivable notes covering the amounts provided hereunder providing the following
minimum provisions and other provisions required by the WF4BSTC to adequately secure and
document payments.
Grant Disbursements: The WF4BSTC may disburse the amount a grant to Company upon
receipt of documentation that Company has raised $750,000 for the Kell House project from
other sources. Such disbursements shall not exceed $100,000. In regard to such disbursement,
the WF4BSTC will provide disbursement subject to such supporting documentation as required
by the Deputy City Manager of the City of Wichita Falls.
General Conditions:
1. Maintenance of Operations. The WF4BSTC intends for any incentives to be used to
ensure that Company continues to operate 900 Bluff Street as a museum in Wichita Falls.
2. Use of Proceeds. Company agrees to use all of the funds received from WF4BSTC
pursuant to this Agreement for(or as reimbursement for)the"costs"(as that term is defined in Tex.Loc.
Gov't Code Ann. § 501.152, as of the date of this Agreement) of this project related to interior and
exterior repairs of the museum.
3. Compliance with Tex.Gov't Code§2264.001.In accordance with Tex.Gov't Code§§
2264.001 through 2264.101, Company does not and will not knowingly employ an undocumented
worker during the term of this Agreement in violation of Texas or federal law.If,during the term of this
Agreement,Company or a branch,division,or department of Company is convicted of a violation under
8 U.S.C. Section 1324a(f), Company shall repay the entire amount of the public subsidy with the
addition of interest at the rate of 5%simple annual interest as required by Tex.Gov't Code§2264.053,
not later than the 120th day after the date the WF4BSTC notifies the business of the violation.
4. No Waiver.No delay or omission by WF4BSTC in exercising any right that may accrue
to it pursuant to this Agreement will operate as a waiver of any other WF4BSTC right that may accrue
pursuant hereto.
5. Disputes. In the event of a dispute, (1) neither party will be entitled to attorney's fees
incurred or paid in the enforcement of any provision of this Agreement, regardless of any provision
authorizing attorney's fees in Texas Local Gov't Code § 271.153(a)(3) or other statute, and(2) sole
venue for any action based on this Agreement or promise ancillary thereto shall be in Wichita County,
Texas.
6. The WF4BSTC shall not be the guarantor of Company's success,and shall not be liable
for any failure to provide incentives not specifically set forth in this Agreement. Any representations by
WF4BSTC or the City concerning the availability of incentives hereunder are subject to the approval of
the governing bodies entrusted by law to issue said incentives. Company certifies the truth of the
representations by its representatives to the WF4BSTC and the City. Company agrees to release the
WF4BSTC and the City from any and all claims,suits,and actions for damages,costs,and expenses to
persons or property(collectively"Claims")that may arise out of,or be occasioned by or from any act,
error or omission of the WF4BSTC and the City in the execution or performance of this contract. The
aforementioned release does not encompass Claims attributable to the negligence or willful misconduct
of the WF4BSTC and/or the City.
7. Term.The Term of this Agreement shall be from its execution until the earlier of:
a. December 31,2018,or
b. This agreement automatically terminates on January 1,2019 if Company makes
no request for disbursements prior to this date.
8. Default.During the Term of this Agreement,Company shall promptly notify WF4BSTC
if Company learns of the occurrence of:(i)any event which constitutes an Event of Default;or(ii)any
legal,judicial or regulatory proceedings affecting Company and/or the Facility in which the amount
involved is in excess of$50,000 and is not covered by insurance.
9. Indemnity. Company shall indemnify,save and hold harmless WF4BSTC and the City
of Wichita Falls and their respective officers, directors, employees, representatives and agents
(collectively,the"Indemnified Parties")from and against: (i)any and all claims,demands,actions, or
causes of action that are asserted against any Indemnified Party by any person or entity if the claim,
demand, action or cause of action directly or indirectly relates to a claim,demand,action,or cause of
action attributable to the acts or omissions of Company, any affiliate of Company or any officer,
employee or partner of Company; (ii)any and all claims,demands,actions or causes of action that are
asserted against any Indemnified Party if the claim, demand, action or cause of action directly or
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indirectly relates to funds received by Company pursuant to this agreement, Company's use of the
proceeds of funds received pursuant to this agreement or the relationship of Company and WF4BSTC
pursuant to this agreement;and(iii)any and all liabilities,losses,costs or expenses(including attorneys'
fees and disbursements)that any Indemnified Party suffers or incurs as a result of any of the foregoing;
provided,however,that Company shall have no obligation pursuant to this provision to any Indemnified
Party with respect to any of the foregoing arising out of the negligence or willful misconduct of such
Indemnified Party. To the extent necessary to provide the Indemnified Parties full protection in
accordance with the terms of this Section, the indemnity provisions set forth herein shall survive the
termination of this Agreement.
10. Events of Default.Each of the following events shall be considered an Event of Default
of this agreement:
a. If any representation or warranty by Company set forth herein or in any certificate,
report, request or other document furnished pursuant hereto is incorrect in any
material respect as of the date when made or deemed made;or
b. The failure of Company in its due observance and performance of any of the
covenants or agreements set forth in this agreement or any of documents associated
with this agreement and the continuation of such failure for a period of 30 days after
written notice thereof from WF4BSTC;or
c. If an involuntary case or other proceeding shall be commenced against Company that
seeks liquidation, reorganization or other relief pursuant to any bankruptcy,
insolvency or other similar law now or hereafter in effect or seeking the appointment
of a trustee,receiver,liquidator,custodian or other similar official of it or them or any
substantial portion of its or their property, and if such involuntary case or other
proceeding shall remain undismissed or unstayed for a period of 30 days; or if an
order for relief against Company shall be entered in any such case under the Federal
Bankruptcy Code;or
d. If Company shall commence a voluntary case or other proceeding seeking liquidation,
reorganization or other relief under any bankruptcy, insolvency or other similar law
now or hereafter in effect or seeking the appointment of a trustee,receiver,liquidator,
custodian or other similar official or shall consent to any such relief or to the
appointment of or taking possession by any such official in an involuntary case or
other proceeding commenced against it, or if Company shall make a general
assignment for the benefit of creditors or shall fail generally or shall admit in writing
its inability to pay its debts as they become due;or
e. If Company shall fail within 30 days to pay, bond or otherwise discharge any
judgment or order for the payment of money in excess of $50,000 that is not
otherwise being satisfied in accordance with its terms and is not stayed on appeal or
otherwise being appropriately contested in good faith;or
f If there shall be a dissolution of Company or a cessation of business operations at the
Facility;or
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g. If the Company is determined by WF4BSTC to be continually or repeatedly violating
a City ordinance or state law or regulation related to the operation of the Facility.
11. Remedies.Following the occurrence of any Event of Default described above during the
Term of this Agreement, the obligations of WF4BSTC to the Company shall terminate and the entire
amount of the funds provided by WF4BSTC to the Company withjnpne year prior to the default shall
become immediately due and payable to the WF4BSTC if Company fails to cure the Event of Default
within ten (10) days of receipt of written Notice of Default (the "Notice Period"). Following the
occurrence of any other Event of Default specified in this section,WF4BSTC may by written notice to
Company and if Company fails to cure the Event of Default within ten(10)days of receipt of written
Notice of Default: (i) declare the entire amount of any obligation to the WF4BSTC then outstanding,
together with interest (if any) then accrued thereon, to be immediately due and payable to the
WF4BSTC, and/or (ii) terminate all obligations of WF4BSTC to the Company unless and until
WF4BSTC shall reinstate the same in writing; and/or (iii)reduce any claim to judgment; and/or(iv)
without notice of default or demand pursue and enforce any of WF4BSTC's rights and remedies
pursuant to this Agreement or any document ancillary to it.
12. Further approvals required.Any representations by WF4BSTC or the City of Wichita
Falls (or any representatives of the foregoing) concerning the availability of incentives hereunder are
subject to the approval of the governing bodies entrusted by law to issue said incentives.
13. This agreement and said attachments, if any, may only be amended, supplemented,
modified or canceled by a duly executed written instrument agreed to by both parties.
14. Company's maximum aggregate liability under this Agreement to WF4BSTC,the City of
Wichita Falls,any third party,and/or any Indemnified Party identified in Section 9 shall not exceed the
amount of funds provided to Company pursuant to this Agreement.
15. Assignability.This agreement is not assignable by Company.
16. Governmental Function.Company acknowledges and agrees that WF4BSTC's grant of
money to Company is a governmental function that benefits the Wichita Falls community as a whole.
Wichita Falls 4B Sales Tax Corporation
ri .---- . _
Guy A."Tddy"Fidelie,Jr.,President
Wichita County Heritage Society
CI:2'2).01W a. ej&,
01,....._.,
Delores A.Culley,Executive Director
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