CM-13-04-022ROUND ROCK, TEXAS
MVO._ WSVMl P*OSPFARY.
City of Round Rock
Agenda Item Summary
Agenda Number:
Title: Consider executing an Artist's Agreement with Carl Menge / Inside Out
Steel Band for the Monday Music on Main program.
Type: City Manager Item
Governing Body: City Manager Approval
Agenda Date: 4/12/2013
Dept Director: Will Hampton
Cost: $300.00
Indexes: General Fund
Attachments:
Text of Legislative File CM -13-022
This agreement is for the Inside Out Steel Band to perform on Monday, April 22nd from 6:00 p.m. to
8:00 p.m. at the Sharon Prete Main Street Plaza for the Monday Music on Main Program.
City of Round Rock Page 1 Printed on 4/10/2013
NTRACT MANAGEMENT SECTION
CONTRACT APPROVAL FORM FOR CITY MANAGER ACTION
Required for Submission of Specific City Manager Items
Department Name: City Administration
Project Mgr/Resource: Kristin Brown
nCity Manager Approval
CMA Wording
Project Name: Artist's Agreement
ContractorNendor: Carl Menge/ Inside Out Steel Band
Consider executing an Artists Agreement with Carl Menge/ Inside Out Steel Band for participation in the Monday Music on Main
Series.
Approval
aEmployee EE Bowden �—"""+Date April 2, 2013
Notes/Comments
CITY OF ROUND ROCK
ARTIST'S AGREEMENT
This Agreement is by and between the City of Round Rock (hereinafter referred to as
City), whose address is 221 East Main Street, Round Rock, Texas 78664, and Inside Out Steel
Band (hereinafter referred to as Agent/Artist), whose address is 6800 Westgate Blvd., # 132-151
Austin, TX 78745.
RECITALS:
WHEREAS, City has determined that it has a need to contract for the performance
services of Agent/Artist; and
WHEREAS, the parties desire to enter into this Agreement to set forth in writing their
respective rights, duties and obligations hereunder;
NOW, THEREFORE, WITNESSETH:
That for and in consideration of the mutual promises contained herein and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is
mutually agreed by and between the parties as follows:
1. Show Details
Exhibit "A" entitled "Show Details" is attached hereto and made a part hereof for all
appropriate purposes as though recited herein verbatim.
2. Compensation
A. In consideration for the services to be performed by Agent/Artist, City
agrees to pay Inside Out Steel Band a total sum not to exceed Three
Hundred Dollars and No/100 ($300.00), in full payment for the services
delineated on Exhibit "A."
B. All payments shall be made by City to Inside Out Steel Band in U.S.
funds by City of Round Rock check as follows: Three Hundred and
No/100 ($300.00) shall be paid to Inside Out Steel Band, in the name of
and for the benefit of a performance by Inside Out Steel Band on April
22, 2013.
C. Agent/Artist's compensation for such performance services shall not
exceed, without written consent, the amounts indicated herein. City shall
pay, strictly within the confines of the not -to -exceed sum recited herein,
Agent/Artist's fees for services performed on behalf of City.
3. Cancellation of Agreement
Com- '3 - C
A. This Agreement may be cancelled, with all obligations extinguished
including the duty of City to pay compensation, as follows:
1. By Agent/Artist for reasons of its/his/her own, with or without
cause, and not subject to the mutual consent of any other party,
such written cancellation notice to be given to the other party not
less than thirty (30) days prior to the performance date of the
engagement hereunder.
2. By City for reasons of its own, with or without cause, and not
subject to the mutual consent of any other party, such written
cancellation notice to be given to the other party not less than thirty
(30) days prior to the performance date of the engagement
hereunder.
3. By mutual agreement and consent of the parties, such consent to be
in writing.
B. Proper cancellation by any party shall extinguish all rights, duties, and
obligations of City and the other party to fulfill contractual obligations.
4. Independent Contractor Status
Agent/Artist is an independent contractor, and is not a City employee. This
Agreement does not create a partnership relationship, employer/employee
relationship, joint venture relationship, principal/agent relationship, or any other
relationship of similar kind, and no party shall represent itself to third parties as
having such relationship.
5. Assignment and Delegation
No party may assign any rights or delegate any duties under this Agreement
without the other party's express prior written approval.
6. Payment of Taxes
A. Agent/Artist shall pay all income taxes, and FICA (Social Security and
Medicare taxes) incurred while performing services under this
Agreement. City will not:
1. Withhold FICA from Agent/Artist's payment or make payments
on its/his/her behalf;
2. Make state and/or federal unemployment compensation
contributions on Agent/Artist's behalf; or
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3. Withhold state or federal income tax from Agent/Artist's
payment.
B. If requested, City shall provide Agent/Artist with a certificate from the
Texas State Comptroller indicating that City is a non-profit corporation
and not subject to State of Texas Sales and Use Tax.
7. Notices
A. All notices and other communications in connection with this Agreement
shall be in writing and shall be considered given as follows:
1. When delivered personally to the recipient's address as stated in
this Agreement; or
2. Three (3) days after being deposited in the U.S. mail, postage
prepaid, to the recipient's address as stated herein.
Notice to City:
Steve Norwood, City Manager
City of Round Rock
221 East Main Street
Round Rock, TX 78664
AND TO
Stephan L. Sheets
City Attorney
309 East Main Street
Round Rock, Texas 78664
Notice to Agent/Artist
Carl Menge
6800 Westgate Blvd., # 132-151
Austin, TX 78745
B. Nothing contained in this section shall be construed to restrict the
transmission of routine communications between representatives of City
and Agent/Artist.
8. Applicable Law
The laws of the State of Texas shall govern this Agreement.
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9. Exclusive Agreement
The terms and conditions of this Agreement, including all exhibits, constitute the entire
agreement of the parties and supersede all previous communications, representations and
agreements, either written or oral, with respect to the subject matter hereof. No
modifications of this Agreement will be binding on the parties unless acknowledged in
writing by the duly authorized governing body or representative for each party.
10. Audio or Visual Reproduction
No part, portion, or segment of Artist's performance shall be reproduced by City using
either audio or visual means without prior written consent of Agent/Artist.
11. Right to Sell Merchandise Items
A. Agent/Artist shall have the right to sell various legal merchandise items at
a suitable place or places within the venue or place of engagement, as
indicated by representatives of City. City shall receive no commission on
the sale of such items.
B. City shall not knowingly allow unauthorized merchandisers to conduct
business within the venue or place of engagement.
12. Jurisdiction and Venue
Exclusive jurisdiction and venue for any matters pertaining to this Agreement shall lie in
Williamson County, Texas. The parties expressly understand and agree that there shall
be no requirements or provisions for mediation or arbitration prior to seeking redress in
the courts of Williamson County, Texas.
13. Liability
City assumes responsibility for payment of costs, expenses, charges, claims, losses,
liabilities, and damages related to the subject matter of this Agreement only if and when
such specific liability is imposed upon City by a finding of negligence in the appropriate
court of law.
14. Insurance
City warrants that it has complete and adequate general liability insurance relative to
potential third party claims arising from performance of the subject matter hereof.
It is expressly understood and agreed by and between the parties hereto that City will not
provide insurance coverage, including but not limited to health, accident or worker's
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compensation coverage, for the Agent/Artist, its/his/her agents, employees, volunteers,
members of the performing group, or anyone similarly situated, and that City will not
provide insurance coverage for any musical instruments, equipment or vehicles.
15. Force Majeure
For purposes hereof, "force majeure means an act of terror committed within the United
States that materially impairs business operations; a prolonged and unforeseen strike, riot,
or occurrence of civil disobedience that materially impairs business operations; a
prolonged and unforeseen shortage of fuel, labor, or material; delay related to or caused
by a severe weather event, such as a tornado, a hurricane, or flooding; interruption of
utilities; fire or other casualty; or any other act of God beyond City's or Agent/Artist's
reasonable control, which could not be avoided by the exercise of due care.
16. Inclement Weather
Notwithstanding anything contained herein to the contrary, inclement weather shall not
be deemed to be a force majeure occurrence. City shall determine in good faith whether
any such inclement weather conditions shall render the performance impossible,
hazardous or unsafe. In the event of weather cancellation by City, such cancellation shall
not void this Agreement and payment in full remains a contractual requirement of City.
IN WITNESS WHEREOF, the parties have exe ute this Agreement in duplicate
originals on this the" day of the month of hDv�'L , 2013.
( 0 -
CITY OF ROUND ROCK, TEXAS AGENT/ARTIST
Steve Norwoo
City Manager
FOR CITY, ATTEST:
Sara L. White, City Clerk
FORS , APPROVED AS TO FORM:
Stephan L. Sheets, City A
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Carl Me e,
Legal Re resentatilrk for Artist
Place of Engagement:
EXHIBIT "A"
SHOW DETAILS
Sharon Hart Prete Main Street Plaza, 221 Main Street Round Rock, TX 78664
Artist Contact: Name: Inside Out Steel Drum Band
Contact: Carl Menge
Address: 6800 WESTGATE BLVD., # 132-151 Austin, TX 78745
Email: cj@insideoutsteelband.com
Telephone: 512.565.5615
City Contact: Kristin Brown Telephone: 512.218.5447; Email: kbrown(a,roundrocktexas.gov
Purchaser Comp Tickets: 0
Date of Engagement: Monday, April 22, 2013 6-8 p.m.
Set-up: To be complete by 5:30 p.m.
Time of Show(s): 6:00 p.m. — 8:00 p.m.
Show Length: One 2 hour gig
Compensation: $300.00
Fund/Account: General Fund / 5424-100-12000
Support: N/A
Advance Ticket Price: N/A
Door Ticket Price: FREE OUTDOOR CONCERT
Admission Age: All ages
Capacity: N/A
Gross Price: $0.00
Tax: N/A
Net Price: $0.00
Sound and Light Company: N/A — Band providing PA system
Accommodations and Travel: None
Merchandising: 100% artist sells
Billing: 100% headliner
Purchaser: City of Round Rock, Texas
Purchaser Contact: City of Round Rock, Kristin Brown
Agent/Artist: CJ Menge