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HomeMy WebLinkAboutResolution - 2003-R0453 - Deed Without Warranty - Lubbock Regional Arts Center, Inc. - 10_09_2003Resolution No. 2003—RO453 October 9, 2003 Item No. 76 RESOLUTION BE TT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock a Deed Without Warranty by and between the City of Lubbock and the Lubbock Regional Arts Center, Inc. Said Deed Without Warranty is attached hereto and incorporated in this Resolution as if fully set forth herein and shall be included in the minutes of the Council. Passed by the City Council this 9th day of October , 2003. ATTEST: C-Q AA"r� 't.- O�N� Reb cca Garza, City Secretary APPROVED AS TO CONTENT: dnd Harlan Stauffer, Facifiges Manager APPROVED AS TO FORM: ke/ccdocs/DeedW ithoutWarranty.LubRegARtsCntr. res September 12, 2003 Resolution No. 2003-RO453 October 9, 2003 Item No. 76 DEED WITHOUT WARRANTY DATE: September _, 2003 GRANTOR: City of Lubbock, Texas GRANTOR'S MAILING ADDRESS: P.O. Box 2000 Lubbock, TX 79457 GRANTEE: Lubbock Regional Arts Center, Inc. GRANTEE'S MAILING ADDRESS: Attn: Kathryn Oler 511 Avenue K Lubbock, Texas 79401 CONSIDERATION: Grantor and Grantee expressly stipulate that Grantee shall utilize the Property solely in a manner that promotes a public purpose of the Grantor. Grantor and Grantee stipulate that the consideration of public purpose use by Grantee is the sole consideration to be received by Grantor for the conveyance of the Property by Grantor and that such consideration is sufficient in all respects. PROPERTY (INCLUDING ANY IMPROVEMENTS): Legal Description: Lots 1 — 10, Original Town of Lubbock Addition to the City of Lubbock, Lubbock County, Texas. The Property is conveyed to Grantee, and Grantee's successors and assigns for so long as the Property is used to promote a public purpose of the Grantor. If the Property ceases to be so used, all rights, title, and interest conveyed by this instrument shall automatically revert to and vest in Grantor, and Grantor's successors and assigns, without the necessity of any further act on the part of or on behalf of the Grantor, it being the intent of Grantor to convey a fee simple determinable estate to the Grantee. For the Deed Without Warranty. Lubbock Regional Arts Center Page 2 of 5 purposes hereof, "public purpose" of the Grantor shall mean "to provide a central home for the arts to foster the arts through education, exhibition and performance." REPRESENTATIONS AND WARRANTIES OF GRANTEE: Grantee warrants and represents that it is a non-profit organization, as that term is defined in the Texas Local Government Code Section 253.011(a). Grantee represents and warrants to Grantor that it has made an independent inspection and evaluation of the Property and the title to same and acknowledges that Grantor has made no statements or representations concerning the present or future value of the Property, the state of title of the Property, the condition, including the environmental condition of the Property, or the anticipated income, costs, or profits, if any, to be derived from the Property. FURTHER, GRANTOR MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER, EXPRESSED, STATUTORY, OR IMPLIED, INCLUDING, BUT WITHOUT LIMITATION, AS TO THE DESCRIPTION, TITLE, INCLUDING WITHOUT LIMITATION, THE EXISTENCE OF LIENS AGAINST THE PROPERTY, THE VALUE, QUALITY, PHYSICAL AND ENVIRONMENTAL CONDITION OF THE PROPERTY AND/OR MATERIALS CONTAINED OR LOCATED IN, ON OR UNDER THE PROPERTY AND/OR IMPROVEMENTS LOCATED THEREON, THE NATURE OF THE PAST OR HISTORIC USE OF THE PROPERTY, MERCHANTABILITY OR FITNESS FOR PURPOSE OF ANY OF THE PROPERTY. Grantee further acknowledges that, in accepting this Deed Without Warranty, it has relied solely upon its independent evaluation and examination of the Property, and public records relating to the Property and the independent estimates, computations, evaluations and studies based thereon. Grantor makes no warranty or representation as to the accuracy, completeness or usefulness of any information furnished to Grantee, if any, whether furnished by Grantor or any other third party. Grantor, its officers, employees, elected officials, independent contractors, and agents assume no liability for the accuracy, completeness or usefulness of any material furnished by Grantor, or any of its officers, employees, elected officials, independent contractors and/or agents, if any, and/or any other person or party. Reliance on any material so furnished shall not give rise to any cause, claim or action against Grantor, its officers, employees, elected officials, independent contractors and/or agents, and any such reliance shall be at Grantee's sole risk. THE CONVEYANCE OF THE PROPERTY SHALL BE ON A "WHERE IS", "AS IS", AND "WITH ALL FAULTS" BASIS, AND SHALL BE WITHOUT REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESSED, STATUTORY OR IMPLIED, INCLUDING, BUT WITHOUT LIMITATION, AS TO TITLE, INCLUDING, BUT NOT LIMITED TO THE EXISTENCE OF LIENS AGAINST THE PROPERTY, THE DESCRIPTION, PHYSICAL AND ENVIRONMENTAL CONDITION OF THE PROPERTY AND/OR MATERIALS CONTAINED OR LOCATED IN, ON OR UNDER THE PROPERTY AND/OR Deed Without Warranty. Lubbock Regional Arts Center Page 3 of 5 IMPROVEMENTS LOCATED THEREON, THE NATURE OF THE PAST OR HISTORIC USE OF THE PROPERTY, QUALITY, VALUE, FITNESS FOR PURPOSE, MERCHANTABILITY OR OTHERWISE. Grantee has satisfied itself as to the title, type, condition, quality and extent of the property and property interests which comprise the Property it is receiving pursuant to this Deed Without Warranty. Grantor, for the consideration and subject to the reservations and exceptions to conveyance, grants, sells, and conveys to Grantee the Property, to have and to hold it to Grantee and Grantee's successors and assigns forever, without warranty, express or implied, statutory or otherwise, and all warranties that might arise by common law and the warranties created by Section 5.023 of the Texas Property Code (and all amendments and successors thereto) are expressly excluded. EXECUTED THIS 9th DAY OF October , 2003. GRANTOR: CITY OF LU [490) lfJ45fGV1- I ATTEST: 4; � Garza, Reb cca City Secretary APPROVED AS TO CONTENT: 113 Harlan Stauffer, Facilil#danager APPROVED AS TO FORM: Deed Without Warranty. Lubbock Regional Arts Center Page 4 of 5 STATE OF TEXAS COUNTY OF LUBBOCK § BEFORE ME, the undersigned authority, a Notary Public in and for said County, Texas, on this day personally appeared MARC McDOUGAL, known to me to be the person whose name is subscribed to the foregoing instrument and who acknowledged to me that he executed the same in the capacity therin stated and for the purpose and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this jot"day of C'eg, , 2003. CELIA WEBB Notary Puubk state of Texas Lj- M Commission E�ires 03-01-2006 Notary Public My Commission expires: GRANTEE: Lubbock Regional Arts Center, Inc. By: k�Z Na e: awes e5r�. Title. Deed Without Warranty. Lubbock Regional Arts Center Page 5 of 5 Lubbock Regional Arts Center Regular Meeting of the Board of Directors September 9, 2003 Minutes ATTENDANCE BOARD: Jim Bertram, Bobbe Crawford, David Driskill, Jo Ann Griffin, Allan Judah, Martha Ann McDonald, Joe McKay, Elaine McNair, Sammie Prather, Douglas Sanford, Charles Skibell, Louise Underwood. ADVISORY BOARD: Jane Henry, Idris Rhea Traylor, Jr. VISITOR: Phyllis Jones. STAFF: Kathryn Oler. President Jim Bertram called the meeting to order. Bertram declared a quorum present. ALON USA/FINA Guest Phyllis Jones presented a proposal to the board asking it to serve as a member of the "host" committee for the Dancing with the Arts gala fundraiser scheduled for December 31, 2003 in support of the Mackenzie Park Amphitheatre and the Crossroads in Time Sculpture Garden. Other members of the committee are City of Lubbock Parks and Recreation Board and Civic Lubbock, Inc. Jones explained that there was not a financial comrnitment that the LRAC would have to make since Alon USA/Fina was corporate sponsor for the event. The responsibility of the host committee would be to encourage tickets sales to the event. ACTION: Joe McKay moved that LRAC serve on the host committee for the gala. Bobbe Crawford. seconded, and the motion passed. MINUTES The minutes were approved as mailed. FINANCIAL REPORT Elaine McNair reviewed the year-to-date financial statements previously mailed in the Board packet. She called attention to the bank account balances reported therein: American State Bank, $61,458.00; PNB Financial, $263,683.00; and State National Bank, $47,385.00. Net income for all incomelexpense accounts is at $49,506.00 for the fiscal year. The reports will be filed for audit. EXECUTIVE DIRECTOR'S REPORT 1. Exhibits: Under 35: Five Lubbock Photographers in Gallery 2. This is the first show in the Regional Curator Program. The opening reception brought in more than 75 people. The reception was coordinated with openings at TTU's Intemational Cultural Center and Landmark Arts gallery. 2. Performances: Lubbock Community Theatre's production of Noises Off played to a full house on opening night. The play is scheduled to run September 12-14 and 19-21. 3. Correspondence: Callie Long sent her letter of resignation from the Board. ACTION: Joe McKay moved to accept her resignation with regret and appreciation for her work for the Arts Center. Louise Underwood seconded, and the motion passed. 4. Grants: Texas Commission on the Arts grant awarded to LRAC for its Arts Incubator Program. Amount requested: $33,651.00. Amount awarded: $3,579.00. TCA funding from state decreased by 40% according to Bobbe Crawford, who serves as a commissioner to TCA. She encouraged other board members to promote the State of the Arts license plate program, saying that the cost of the plates had risen to $30.00 but that TCA got $22.00 of that amount for its programs. 5. Volunteer Center of Lubbock Get Involved Award: The Volunteer Center added a category for the arts to its annual volunteer recognition program. Oler requested endorsement of her proposal to nominate Conny McDonald Martin for her work with Lubbock Art Association, one of LRAC's resident organizations. The board endorsed the nomination, citing Martin's dedication to the arts. COMMITTEE REPORTS 1. Executive Committee: 1.1. Directors & officers liability insurance: Bertram reported that the Executive Committee had approved the renewal of the current policy for directors and officers liability insurance. Douglas Sanford explained that he had obtained a quote from Great American Insurance Company for a policy that included coverage for punitive damages, a coverage not offered by the current company U.S. Liability Insurance Company. Changing to the new policy would increase the annual premium from $2,813.00 to $4,500.00: Bertram reported that the Executive Committee voted to stay with U.S. Liability. Sanford reported that the policy covered members of the Board and Advisory Board, -staff and volunteers and that it covered prior eventp. 9/22/03 1.2. Firehouse deed: Bertram directed attention to the draft of the deed agreement with the City of Lubbock (COL) for ownership of the Firehouse and to the statement of public purpose. He reminded the Board that should LRAC ever divert from this stated public purpose then ownership would revert to the COL. The Executive Committee recommended approval. ACTION: The action came to the Board as an Executive Committee recommendation to approve the deed agreement with the City of Lubbock for the transfer of ownership of 511 Avenue K to Lubbock Regional Arts Center. Douglas Sanford seconded, and the motion passed unanimously. 1.3. Board member orientation: Bertram announced that orientation for new board members was set for Thursday, September 25 at 4pm at the Arts Center with an informal kick-off dinner for the new Board to be held at the home of Louise H. Underwood at 6pm. Underwood asked that the times be moved back 30 minutes for both activities. The board agreed to 4:30pm and 6:30pm respectively. Underwood asked for volunteers to assist with the dinner. Bertram thanked Underwood for so graciously hosting. the dinner again. 2.. Campaign for the Arts: 2.1. Campaign meeting: Jim Bertram reported that the Executive Committee had requested a joint meeting of the outgoing and incoming officers with the campaign committee. Oler said that she had. , scheduled a meeting with Greg Jones and James Arnold for the three of them to discuss campaign logistics after which she would schedule the joint meeting. 2.2. Board pledges: Oler reported that there were still Board members who had not made pledges and, she encouraged them to do so, stressing that the challenge $1 M gift required new funds as a match. Elaine McNair asked that Oler get clarification on whether pledges were acceptable as a match or if the funds must be cash. ACTION: Joe McKay moved to accept the revised bid of $286,532.00 for the Phase III base bid and clerestory and theatre HVAC alternates. Louise Underwood seconded, and the motion passed. By consensus, the Board agreed that BTAC would have the first opportunity to submit a proposal for any future ground -source HVAC systems at LRAC. Bertram thanked McKay for steering the negotiation process to such a successful completion. 2.3. Grant applications: Oler reported that Louise Cummins was nearly finished in her review of the draft proposal to go to the Meadows Foundation requesting $250,000.00. Louise Underwood suggested that the Livermore Foundation be approached for capital funds. 3. Nominating: 3.1. Officer election: Bertram asked the board to ratify the election of the officers from the August meeting. ACTION: Douglas Sanford moved to ratify. Martha Ann McDonald seconded, and the motion passed. These elected officers are scheduled to take office at the October 2003 meeting. 3.2. Board vacancies: Oler reported that two vacancies remained to be filled and encouraged members to make recommendations to the Nominating Committee. 4. Special Projects 4.1. Oscar night: Sammie Prather reported that she had reserved the Frazier Pavilion for Friday, February 27, 2004 for Oscar night. The Academy Awards ceremony was moved to February instead of March for 2004. In the debriefing from the March 2003 Oscar night, Prather believed that the pavilion still offered the best value for the event. She indicated that the entertainment was being developed to work better within the flow of the eveninWs events. Funds from Oscar night will again go into the operating account for the Arts Center. 4.2. Pat Green raffle: Jane Henry and Prather reported that they had developed a raffle to raise funds for the capital campaign through the generous offer of entertainer Pat Green to allow a raffle during his September 12th concert in Lubbock. David Henry, Jane's son, made the arrangements and even secured the prize -a ski trip package to Steamboat Springs, CO for their January 4-9, 2004, winter break musical festivaHn honor of his grandmother's work on behalf of the Arts Center. Raffle tickets were set at $10.00. ACTION: Jo Ann Griffin moved to approve the two fundraising activities. Elaine McNair seconded, and the motion passed. 5. Facilities Development 5.1. Phase 11: David Driskill reported that the Executive Committee recommended withholding $5,000.00 from the balance of $11,000.00 still owed on the Phase II contract to resolve the biofiber paneling issue. He also reported that the committee had asked Pete Velde to secure a quote from Knox, Galley and Meador to replace the panels. Based on that quote, the committee would make a recommendation to the Board. ACTION: Douglas Sanford moved to release all but $5,000.00 in remaining contractual payment to DKV Construction for Phase Il. Joe McKay seconded. In discussion, Joe McKay said that if the panel replacement cost less than $5,000.00, LRAC would contractually owe D&V Construction the difference. The motion passed. 9/22/2003 2 ` ', 5.2. Phase III: Driskill reported that work was progressing steadily on Phase III. The new floor was in place and that framing was underway for the exhibit panels on the walls and the new accent wall. McKay also said that work on the clerestory windows was set to begin. 5.3. Office A/C: Oler reported that the A/C for Gallery 2, the lobby and new restrooms broke and was repaired in time for the September 5`h exhibit reception and LCT performance. The repairman said that the units consisted of two furnace blower units in the mechanical room with two compressor units on the roof. One of the two blowers had broken apart, preventing it from operating. The repairman indicated that the units were more than 27 years old and that the repair would be short-lived because of the age of the system. Additionally, he reported that only one of the compressors on the roof was operating, the reason that the space was so difficult to cool. He said that it would be throwing away money to fix the compressor. Oler wanted the Board to be aware of the situation since any reserve funds for emergency replacement of the units would need to be secured. The next meeting is Tuesday, October 14, 2003, 11:45am. There being no further business, the meeting was adjourned. Respectfull , Kathryn Oler Acting Secretary 9/22/2003 3