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2018 ORGANIZATIONAL\Saratoga Musical Union-Glens Falls City Band Concerts—OccTax—4-16-18
RESOLUTION AUTHORIZING CONTRACT WITH
SARATOGA MUSICAL UNION
RESOLUTION NO.: ,2018
INTRODUCED BY:
WHO MOVED ITS ADOPTION
SECONDED BY:
WHEREAS, by Resolution No.: 484,2007, the Queensbury Town Board provided for the
Town's receipt of occupancy tax revenues from Warren County in accordance with the Local Tourism
Promotion and Convention Development Agreement (Agreement) entered into between the Town and
Warren County, and
WHEREAS, the Agreement provides that specific expenditure of the funds provided under the
Agreement are subject to further Resolution of the Town Board, and
WHEREAS, the Saratoga Musical Union, working with the Glens Falls City Band, provides
for weekly concerts to take place in the Glens Falls City Park during the months of July and August,
thereby helping to promote the cultural development of the community, attracting many persons to the
Queensbury area and providing an economic boon to the community, and
WHEREAS, the Town Board wishes to provide funding to the Saratoga Musical Union in the
amount of$6,230 with occupancy tax revenues received from Warren County and accordingly enter
into an agreement with the Saratoga Musical Union for the year 2018 for the promotion of
performances and events to Town residents, and
WHEREAS, a proposed Agreement has been presented at this meeting,
NOW, THEREFORE, BE IT
RESOLVED, that the Queensbury Town Board hereby approves the Agreement between the
Town and the Saratoga Musical Union substantially in the form presented at this meeting and
authorizes and directs the Town Supervisor to execute the Agreement,with funding for the Agreement
not exceeding the sum of$6,230 and to be provided by occupancy tax revenues the Town receives
from Warren County, to be paid for from Account No.: 050-6410-4412, and
BE IT FURTHER,
RESOLVED that the Town Board authorizes and directs the Town Budget Officer to take all
actions necessary to amend the Town Budget and increase appropriations and revenues as necessary as
follows:
• Revenue Acct No. —050-0000-51113 Occupancy Tax Revenue $6,230,
• Expense Acct.No. —050-6410-4412 Use of Occupancy Tax $6,230,
and
BE IT FURTHER,
RESOLVED, that such Agreement is expressly contingent upon confirmation by the Town
that unallocated occupancy tax funds are available from Warren County.
Duly adopted this 16ffi day of April, 2018,by the following vote:
AYES
NOES
ABSENT:
2018 AGREEMENTS\Saratoga Musical Union
LOCAL TOURISM PROMOTION AND CONVENTION
DEVELOPMENT AGREEMENT
This Agreement is made as of the Pt day of January, 2018 by and between the Town of
Queensbury, a municipal corporation with its principal place of business located at 742 Bay
Road, Queensbury, New York 12804 (hereinafter referred to as "Municipality") and the
Saratoga Musical Union, American Federation of Musicians, Local 506, with a principal
place of business located at P. O. Box 3494, Saratoga Springs, New York 12866 (hereinafter
referred to as "Contractor").
WITNESSETH
WHEREAS, the Municipality has received from Warren County certain funding derived
from revenues received by the County as a result of the imposition of the Occupancy Tax
authorized by act of the New York State Legislature (Chapter 422 of the Laws of 2003),
hereinafter "Occupancy Tax Funds," and
WHEREAS, Municipality has agreed to expend the Occupancy Tax Funds for tourism
promotion and tourist and convention development and, more specifically, to enhance the
general economy of the Municipality through the promotion of tourist activities, conventions,
trade shows, special events and other directly related and supported activities for such purposes,
and
WHEREAS, the Contractor is (1) ready, willing and able to provide services and/or
materials consistent with the terms upon which the Municipality must expend the funds and as
more specifically described in the attachment annexed hereto as Schedule A and (2) possesses or
can make available all necessary qualified personnel, licenses, facilities and expertise to carry
out the terms of this Agreement;
NOW, THEREFORE, in consideration of the promises, responsibilities, and covenants
herein, the Municipality and the Contractor agree as follows:
1. Services/Materials
The Contractor shall provide services and/or materials as more specifically
described in the attachment annexed hereto as Schedule "A". Any events that have to be
cancelled will be rescheduled during the contract year or payment will be decreased
proportionately. [Contractor—Please attach a detailed description of services/materials to be provided, the
costs and the period for performance of services or supply of materials.]
2. Contract Sum
A. For the Services performed and/or materials furnished under this
agreement the Contractor shall be paid the sum of$6,230. The Contractor shall not be entitled to
out-of-pocket expenses. Contractor shall not be entitled to partial payment for services rendered
or materials furnished at the end of end of each thirty (30) day period as work proceeds.
B. Payment of amounts owed by the Municipality by virtue of this contract
shall be as set forth above for all services to be performed and all out-of-pocket expenses
incurred by reason of this Agreement. There shall be no other amounts due and payable by the
Municipality regardless of costs or expenses of the Contractor except for additional services
requested by the Municipality which are beyond the Scope of Services and those services
customarily performed as a part thereof
3. Payment
A. In order to receive payment under this Contract, the Contractor shall
furnish:
i) a completed and fully executed Agreement;
•
ii) an invoice or other statement identifying and itemizing the services
rendered or materials furnished and charges for the same and if the
contract includes or requires payment for services at an hourly rate,
that rate shall be specified for each person charged for and
employed in the performance of the contract,
iii) such other documents as are required by the standard billing
procedures of Municipality,
iv) a detailed description of how the funds will be used, as well as
statistical information describing how the Town's financial
investment impacted the program's success, including attendance
figures, demographics, etc.,
v) in the event that Contractor uses subcontractors or material
supplier in connection with the services and or materials furnished
under this agreement, the Contractor shall obtain from any
subcontractors or material suppliers the same documentation
required of herein above of Contractor and submit the same to the
Municipality to support Contractor's claim for payment,
vi) the Contractor shall promote the Municipality in whatever media
in which they spend the Town's contribution including, but not
limited to, the Town's logo being incorporated into written
advertising materials, brochures, radio and/or television ads, etc.
B. Payment shall be made thirty (30) days from:
i) the furnishing of all materials and completion of required work, or
ii) receipt of all documentation required by this section, whichever
date is later.
4. Term
The initial term of this Agreement shall commence upon execution of this
agreement and terminate when the services have been completed or the material furnished as
provided for in Schedule "A" or December 31, 2018, whichever date is sooner. On December
31, 2018, in the event that there are any services or materials to be provided under this agreement
that the contractor has not provided, all work and services shall immediately cease unless
continuation after December 31, 2018 is specifically authorized by Resolution of the Governing
Board of Municipality.
This Agreement may be terminated at any time upon mutual written consent of
the Municipality and Contractor.
The Municipality may terminate this Agreement immediately upon written notice
of termination to the Contractor, if the Contractor fails to comply with the terms and conditions
of this Agreement and/or any laws, rules, regulations, policies or procedures affecting this
Agreement.
Written notice of termination, where required, shall be sent by personal
messenger service or by certified mail, return receipt requested. The termination shall be
effective in accordance with the terms of the notice. Upon receipt of the notice of termination,
the Contractor agrees to cancel, prior to the effective date of any prospective termination, as
many outstanding obligations as possible, and agrees not to incur any new obligations at the
receipt of the notice without approval by the Municipality. In no event shall the Municipality be
liable for expenses or obligations arising from programs or other expenditures made pursuant to
the terms of this Agreement after the termination date.
5. Reports to be Filed Concerning Funds and Expenditures
At the end of the contract term or at the end of each calendar year, whichever
occurs first, the Contractor shall file with the Municipality a report which shall include:
i) the number of persons served by the services or materials provided
by Contractor pursuant to this agreement,
ii) an outline of plans for continuing the activity or project, and
iii) any and all other reasonable information that the Municipality may
deem necessary by further resolution adopted by the Board.
6. Records/Audits
The Contractor shall establish and maintain complete and accurate books, records,
documents, accounts and other evidence directly pertinent to performance under this Agreement
(herein collectively "the Records") in accordance with the following requirements:
i) the Records must be kept for the balance of the calendar year in
which they were made and for six (6) additional years thereafter,
and
ii) the Municipality Chief Executive Officer, the Chairman of the
Warren County Board of Supervisors, the Tourism Committee of
the Warren County Board of Supervisors, the Warren County
Administrator of Fiscal Services, the County and Municipality
Attorney, or any other person or entity authorized to conduct an
examination, as well as the Municipality governing board and the
Warren County Board of Supervisors, shall have access to the
Records during normal business hours at an office of the
Contractor, or, if no such office is available, at a mutually
agreeable and reasonable venue within the Municipality, for the
term specified above for the purposes of inspection, auditing and
copying. The Municipality shall take reasonable steps to protect
from public disclosure any of the records which are exempt from
disclosure under §87 of the Public Officers Law (the "Statute")
provided that;
a) the Contractor shall timely inform an appropriate
Municipality official, in writing, that said records
should not be disclosed; and
b) said records shall be sufficiently identified and
designation of said records as exempt under the
statute is reasonable. Nothing contained herein
shall diminish, or in any way adversely affect, the
Municipality's or County of Warren's right to
discovery in any pending or future litigation.
7. Indemnification
The Contractor shall defend, indemnify and hold harmless the Municipality and
its officers and employees from claims, notices of claims, suits, actions, damages and costs of
every kind and nature, including but not limited to reasonable attorney's fees, arising out of
activities funded or otherwise carried out pursuant to the terms of this Agreement.
8. Nature of Agreement/Independent Contractor
This Agreement is a funding agreement. This Agreement is not intended to
create, nor shall it be construed as creating, a joint venture or partnership. The Contractor is an
independent contractor and may neither hold itself out nor claim to be an officer, employee or
subdivision of the Municipality, nor make any claim, demand or application to or for any right,
based on any different status.
9. Discrimination Prohibited
The services to be furnished and rendered under this Agreement by the Contractor
shall be available to any and all residents of Warren County without regard to race, color, creed,
sex, religion, national or ethical origin, handicap or source of payment; and under no
circumstances shall a resident's financial ability to pay for the services be provided be
considered, unless such consideration is allowed by State and/or Federal law, rule or regulation.
10. Non-Discrimination and Employment
The Contractor shall not discriminate against any employee or applicant for
employment because of race, creed, color, sex, national origin, age, disability or marital status.
Further, the Contractor agrees that neither it nor its subcontractors shall, by reason of race, creed,
color, disability, sex or national origin (i) discriminate in the hiring against any citizen who is
qualified and available to perform work; or (ii) discriminate against or intimidate any employee
hired for the performance of work funded by this Agreement.
11. No Partisan Political Activity
Funds provided pursuant to this Agreement shall not be used for any partisan
political activity, or for activities that may influence legislation or the election or defeat of any
candidate for public office.
12. Non-Assignment/No Sub-Recipients
This Agreement may not be assigned by the Contractor or its right, title or interest
therein assigned, transferred, conveyed, sublet or otherwise disposed of without the previous
consent, in writing, of the Municipality, and any attempts to assign the contract without the
Municipality's written consent are null and void, except that contracts entered in to by the
Contractor with third parties for commodities and/or services that are part of the services to be
performed as identified in Schedule "A" attached hereto shall not be deemed prohibited by this
clause.
13. Workers' Compensation/Disability
This Agreement shall be void and of no effect unless throughout the life of the
Agreement, the Contractor shall secure compensation insurance and disability insurance for the
benefit of such employees engaged under this Agreement as are by law required to be insured by
provisions of the Workers' Compensation Law and New York State Disability Law. Proof of
compensation and disability insurance shall be in the form(s) approved by the Workers'
Compensation Board.
14. Set-Off Rights
The Municipality shall have all of its common law, equitable and statutory rights
of set-off These rights shall include, but not be limited to, the Municipality's option to withhold
for the purposes of set-off any monies due the Contractor under this Agreement up to the
amounts due and owing to the Contractor with regard to this Agreement, any other Agreement
with any Municipality department or agency, including any contract for a term commencing
prior to the term of this Agreement, plus any amounts due and owing to the Municipality for any
other reason, including, without limitation, tax delinquencies, fee delinquencies or monetary
penalties relative thereto.
15. Executory Clause
The Municipality shall have no liability under this Agreement to the Contractor or
to anyone else beyond the funds appropriated and available for this Agreement.
16. International Boycott
In accordance with §220-f of the Labor Law, if this contract exceeds $5,000, the
Contractor agrees, as a material condition of the contract, that neither the Contractor nor any
substantially owned or affiliated person, firm, partnership or corporation, has participated, is
participating, or shall participate in an International boycott in violation of the federal Export
Administration Act of 1979, or regulations thereunder. If such Contractor, or any of the
aforesaid affiliates of Contractor, is convicted, or is otherwise found to have violated said laws or
regulations upon the final determination of the United States Commerce Department or any other
appropriate agency of the United States subsequent to the Agreement's execution, such contract,
amendment or modification thereto shall be rendered forfeit and void. The Contractor shall so
notify the Municipality Manager within five (5) business days of such conviction, determination
or disposition of appeal.
17. Compliance with Law
The Contractor warrants, covenants and represents that:
i) it is aware of and familiar with the provisions of General
Municipal Law §801, 803 and 805-A, and of the Code of Ethics of
Warren Municipality,
ii) at no time during the term of this Agreement shall it knowingly
permit or allow performance of its services for the Contractor
under this Agreement to involve any violation of said statutory
provisions or of the Code of Ethics, and
iii) it shall fully comply with all other general and special laws and
regulations of the State of New York, as well as with all local laws
and resolutions of the Municipality, applicable to the services to be
performed by the Contractor under this Agreement.
18. Disputes
Disputes involving this Agreement, including the breach or alleged breach
thereof, may not be submitted to binding arbitration, but must, instead, be heard in a court of
competent jurisdiction within the State of New York.
19. Amendment
This agreement may not be amended, modified or renewed except by written
agreement signed by the Municipality and the Contractor.
20. Severability
If any term or provision of this agreement or the application thereof to any person
or circumstance shall to any extent be held invalid or unenforceable, the remainder of this
agreement or the application of such term or provision to persons or circumstances other than
those as to which it is held invalid or unenforceable, shall not be affected thereby and every other
term and provision of this agreement shall be valid and be enforced to the fullest extent permitted
by law.
21. Entire Agreement
This agreement is the entire agreement between the parties and it shall be
construed in accordance with the laws of the State of New York.
Approved as to form: TOWN OF QUEENSBURY
By:
JOHN F. STROUGH, Town Supervisor
Town Counsel
Date:
SARATOGA MUSICAL UNION
AMERICAN FEDERATION OF MUSICIANS
LOCAL 506
By:
DAVID MARGISON, PRESIDENT
AFM LOCAL 506
Date:
STATE OF NEW YORK )
) ss.:
COUNTY OF WARREN )
On the day of in the year 2018, before me, the undersigned, a Notary Public in and for said
state, personally appeared JOHN F. STROUGH personally known to me or proved to me on the basis of
satisfactory evidence to be the individual whose name is subscribed to the within instrument and
acknowledged to me that he executed the same in his capacity, and that by his signature on the
instrument,the individual,or person upon behalf of which the individual acted, executed the instrument.
Notary Public
STATE OF NEW YORK )
) ss.:
COUNTY OF WARREN )
On the day of , in the year 2018, before me, the undersigned, a Notary Public in and for
said state, personally appeared DAVID MARGISON personally known to me or proved to me on the
basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and
acknowledged to me that he executed the same in his capacity, and that by his signature on the
instrument,the individual,or person upon behalf of which the individual acted, executed the instrument.
Notary Public
SCHEDULE A
Contractor to attach a detailed description of services/materials to be provided, the costs and
the period for performance of services or supply of materials.
sci[ebuce A
2018 Glens Falls City Band Budget
Concert Band 26 musicians at $75 each $1950
1 Contractor/performer $ 145
1 Conductor $ 145
$2240
4 concerts x4
• al $8960
Jazz Band 14 musicians at $75 each $1050
1 conductor/performer $ 145
$ 1195
4 concerts x4
otal $ 4780
Total Budget $ 8960
+ 4780
Administrative/Payroll fee 500
$14,240
Glens Falls $6230
Queensbury $6230
Saratoga Music Union AFM #506 $1780
Total $14,240