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HomeMy WebLinkAboutMO #3210MUNICIPAL ORDER NO. 3210 A MUNICIPAL ORDER AUTHORIZING THE MAYOR TO EXECUTE AN ADDENDUM TO THE HOTEL METROPOLITAN CO -STEWARDSHIP AGREEMENT BETWEEN THE CITY OF PADUCAH AND THE UPPER TOWN HERITAGE FOUNDATION, PROVIDING FOR A ONE-TIME ADVANCE PAYMENT OF $25,000 FOR OPERATIONAL SUPPORT OF THE HOTEL METROPOLITAN AND THE PURPLE ROOM WHEREAS, the City of Paducah and the Upper Town Heritage Foundation entered into the Hotel Metropolitan Co -Stewardship Agreement on March 4, 2025, establishing a collaborative partnership for stewardship, programming, and operation of the Hotel Metropolitan and the Purple Room; and WHEREAS, the Agreement provides for the City to contribute $250,000 per year for three years to support the continued preservation and operation of these historic cultural assets; and WHEREAS, the City and the Upper Town Heritage Foundation desire to amend the agreement to allow the City to make a one-time advance payment of $25,000 to the Foundation to assist with interim operational needs; and WHEREAS, the advance payment will be used to compensate an employee and/or independent contractor to assist with duties including booking and conducting tours, administrative consultation related to daily operations, assisting with events and fundraising, and helping with the transition to a new Executive Director when hired; and NOW, THEREFORE, BE IT ORDERED BY THE CITY OF PADUCAH, KENTUCKY SECTION 1. That the Mayor is hereby authorized to execute an Addendum to the Hotel Metropolitan Co -Stewardship Agreement with the Upper Town Heritage Foundation, as attached hereto and made part hereof (Exhibit A), providing for a one-time advance payment of $25,000 for operational and transitional support of the Hotel Metropolitan and the Purple Room. SECTION 2. The payment authorized herein shall be considered an advance of the City's first $250,000 allocation under the Hotel Metropolitan Co -Stewardship Agreement dated March 4, 2025. Funding shall be provided from Project Account No. MRO 102. SECTION 3. This Order shall be in full force and effect from and after the date of its adoption. 7 George Bray, ayo ATTEST: say Parish, Oty Clerk Adopted by the Board of Commissioners, March 10, 2026 Recorded by Lindsay Parish, City Clerk, March 10, 2026 \mo\ agree — Co -Stewardship Addendum hotel Metropolitan ADDENDUM TO HOTEL METROPOLITAN CO -STEWARDSHIP AGREEMENT This Addendum to Hotel Metropolitan Co -Stewardship Agreement, effective this day of , 2026, is entered into by and between the CITY OF PADUCAH (hereinafter "City") and THE UPPER TOWN HERITAGE FOUNDATION (hereinafter "Foundation"). WITNESSETH: WHEREAS, on March 4, 2025 the Parties entered into an Agreement entitled the Hotel Metropolitan Co -Stewardship Agreement which set forth the Parties' desire to serve as co -stewards of the Hotel Metropolitan and the Purple Room; WHEREAS, in doing so, the Parties set forth each respective Party's responsibilities, including the City's agreement to commit $250,000 per year for three years; WHEREAS, the City has agreed to advance $25,000 to the Foundation for purposes of compensating an employee and/or independent contractor to perform functions necessary to ensure the Hotel Metropolitan and Purple Room thrive in the interim; NOW THEREFORE, in consideration of the foregoing premises and the mutual covenants as herein set forth, the parties do covenant and agree as follows: SECTION 1: The Parties hereby agree to alter and/or amend the Hotel Metropolitan Co - Stewardship Agreement to allow the City to make a one-time payment of $25,000 to the Foundation for purposes of compensating an employee and/or independent contractor to perform the following functions for the Hotel Metropolitan and the Purple Room: book and conduct tours, provide administrative consultation services relating to daily operations, assist with events and fundraising, and assist with the transition to a new Executive Director when that person is hired. This payment shall be considered an advance of the first $250,000 payment set forth in the Hotel Metropolitan Co -Stewardship Agreement dated March 4, 2025. The City agrees to issue the Foundation a check in the amount of $25,000 within 30 days of execution of this Agreement. SECTION 2: The Foundation agrees to utilize the funds set forth in Section 1 only for purposes as articulated herein. The Foundation understands that this payment is an advance of the $250,000 payment set forth in Section 6(G) of the Hotel Metropolitan Co -Stewardship Agreement. The Foundation agrees and understands that following receipt of the $25,000 payment as set forth in Section 1 herein, the City's next allocation (due 30 days following the hiring of an Executive Director) will be $225,000. Nothing contained herein shall be construed to entitle the Foundation to funds in excess of that set forth in the Hotel Metropolitan Co -Stewardship Agreement. SECTION 3: All remaining provisions of the Hotel Metropolitan Co -Stewardship Agreement entered into by the Parties on March 4, 2025 shall remain in full force and effect. SECTION 4: Any provision of this Agreement later held to be unenforceable for any reason shall be deemed void and all remaining provisions shall continue in full force and effect. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating responsibility or liability between the Parties shall survive the completion of the services hereunder and the termination of this Agreement. SECTION 5: The failure at any time to enforce any provision of this Agreement or failure to exercise any right herein granted shall not constitute a waiver of such provision or such right thereafter to enforce any or all of the provisions of this Agreement. SECTION 6: This Addendum to the Hotel Metropolitan Co -Stewardship Agreement constitutes the entire agreement and understanding between the City and the Foundation in regard to the subject matter thereof; it supersedes all prior negotiations, representations, understandings, and agreements between them, written or oral, all of which are no longer effective. In witness whereof, each party hereto has set its hand, through its duly authorized agent pursuant to affirmative action from each respective legislative and/or administrative body, if applicable: Upper Town Heritage Foundation, Board of Trustee, Rosa Scott Signature: Date: City of Paducah, George Bray, Mayor Signature: