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HomeMy WebLinkAboutSPLOST V IMPERIAL IMPROVEMENT PROJECT STATE OF GEORGIA ) ) RICHMOND COUNTY ) SPLOST V CONTRACTOR AGREEMENT IMPERIAL THEATRE IMPROVEMENT PROJECT This AGREEMENT made and entered into this J .2Iday of ~2007, between Augusta, Georgia, acting by and through the Augusta-Richmond County Commission, a political subdivision of the State of Georgia (hereinafter referred to as "Augusta" or "County"), and the Imperial Theatre Inc., (hereinafter referred t6;s the "Organization" or "The Imperial Community I I /1 Theatre"); ! I WHEREAS, the voters of Augusta, Georgia, on November 8, 2005, approved the WITNESSETH: imposition of the Special Purpose County One Percent Sales and Use Tax ("SPLOST V"), effective April 1, 2006, and designated the use of the proceeds of said tax for certain capital outlay projects, as defined on O.C.G.A. 48-8-1 11(a), and further approved a project priority payment order in an Intergovernmental Agreement entered into by and between Augusta, Georgia, and the municipalities of Hephzibah and Blythe; WHEREAS, the Augusta-Richmond County Commission approved SPLOST funding request guidelines for outside agencies on June 6, 2006; WHEREAS, the Augusta-Richmond County Commission desires to contract with the above named Organization to construct the capital outlay project identified herein as the Imperial Theatre Improvement Project (hereinafter referred to as "Project"), which was a part of the approved capital outlay projects for recreational, historical and cultural improvements, referenced in the above-described Intergovernmental Agreement; 1 WHEREAS the proceeds of said tax in the amount of $500,000.00 are now available for use by The Imperial Community Theatre, Inc., according to the disbursement schedule adopted in said Intergovernmental Agreement; NOW, THEREFORE, for and in consideration of the mutual covenants and agreements between the parties, it is agreed as follows: SECTION 1- APPROPRIATION AND USE OF FUNDS 1.1 The County agrees to appropriate the following sums to the Organization for the purpose of constructing the Project: $500,000, payable in the following installments: $500,000 at the execution of this Agreement. Lump sum approved Administrator 1.2. The Organization agrees to use such funds that it may receive, pursuant to this Agreement, solely and exclusively for the construction of the above described Project; said Project, including the Project Budget, is more specifically described at "Exhibit A," attached hereto and incorporated herein. 1.3 Said disbursement to The Imperial Community Theatre, Inc. is an authorized use of said proceeds, under O.C.G.A. Section 48-8-111(E), as said use benefits a "cultural, recreational, or historical facility or a combination of such purposes;" and this Agreement is entered into on behalf of Augusta, Georgia and The Imperial Community Theatre, Inc., a Georgia not for profit corporation, to recognize and acknowledge that Augusta has fully funded its SPLOST V project obligation to Organization by payment of $500,000 in full made at the 2 time this contract is entered into or by funds held by Augusta and encumbered for installment payment. SECTION 2 - RESPONSIBILITIES AND OBLIGATIONS OF ORGANIZATION 2.1 In consideration of the disbursement of said funds, The Imperial Community Theatre, Inc. shall observe all conditions that the law and/or this Agreement imposes on the use of said funds, which shall include, but not be limited to, the following: 2.2 The Imperial Community Theatre, Inc. shall use said proceeds in connection with a capital outlay project known as Imperial Theatre Improvement Project at 745 Broad Street, Augusta, Georgia. Said real estate and improvements are more particularly described at Exhibit A-I, which is attached hereto and made a part hereof. 2.3 The Imperial Community Theatre, Inc., covenants not to use said monies as part of its maintenance and operation budget. 2.4 The Imperial Community Theatre, Inc. will set up any and all banking accounts necessary or convenient to segregate the account containing said SPLOST money from its other accounts. The Imperial Community Theatre, Inc. shall make quarterly reports of expenditures regarding this project commencing with the end of the second quarter of 2007 to wit: June 30, 2007 and quarterly thereafter until the end of the quarter in which the project is deemed completed as determined by the Augusta Finance Department. The initial report is due ten (10) business days next following the end of each said quarter. Said reports shall be delivered to Augusta Finance Department, Municipal Building, Augusta, Georgia 30911 to the attention of Ms. Donna Williams, Interim Finance Director for Augusta, Georgia, or her designee, Mr. Tim Schroer, the accountant for the SPLOST program. 3 2.5 The Organization shall keep any funds that it receives from the County in a separate account and fund and shall not commingle the County distributions with other funds of the Organization prior to their expenditure. The Organization shall maintain a record of each and every expense, in compliance with the generally accepted accounting principles, for which the proceeds of the tax are used. The Organization shall submit quarterly accounting reports to the County for all funds that the Organization receives from the County. Said accounting reports shall set forth the amounts expended on the Project during the term of this contract, which shall include any amount expended on such Project in that current year, and the estimated percentage of said Project's completion. (See Exhibit A). 2.6 The Imperial Community Theatre, Inc. accepts the following conditions for disbursement of said funds: A. The Organization must allow said facility to be used by the public for both the staging of events and attendance. This section shall not preclude the Organization from charging reasonable and ordinary fees for any event held at said facility. B. Prior to receipt of said monies, the Organization shall furnish Augusta with a budget, scope of work and the projected time for completion of the work of said improvements, for which purpose the money is appropriated (See Exhibit A) which is accepted by the County. 2.7 The Organization shall comply with the purchasing policies of Augusta-Richmond County regarding the advertising for bids, the securing of bids, and payment, performance bonds, and contracting. Payments to any sub-contractor employed by the Organization shall be made directly by the Organization, subject to County's audit and approval. If the total project costs exceed the amount funded by the County, the Organization shall provide proof of other funding 4 sources. Payments by the Organization to sub-contractors shall be made only upon presentation of verified invoices. 2.8 The Organization will maintain the following insurance during the performance of the Contract: A. Comprehensive General Liability Insurance shall be maintained in force at all times and shall include the following coverages: Products/Completed Operations and Automobile Liability Insurance in the combined single limits of $1,000,000. This coverage shall be intended to apply as primary and shall not be affected by any insurance that the certificate holder may carry in its own name. The Organization shall maintain Worker's Compensation and Employer's Liability Insurance for the benefit of its workers. The above requirements shall also apply to the Organization's contractors and sub-contractors who are engaged in the Project. B. Prior to the commencement of work, the Organization will provide the Augusta- Richmond County Commission with a certificate of insurance, which evidences the above coverage and shows the Augusta-Richmond County Commission as an "additional insured." SECTION 3 - RESPONSIBILITIES AND OBLIGATIONS OF THE COUNTY 3.1 Augusta enters this contract to improve the quality of life of its citizens and to provide its citizens with added recreational services at lower costs and expense than those it would incur if it were to construct and operate its own legitimate Theatre facility. Augusta shall have the right, by and to this contract, for not less than 50 years of public use and availability of the facility that is the subject of this contract. 3.2 The County and any auditors employed by Augusta shall have the right to verify and audit the expenditures of the Organization and the Project, sufficient to determine that the monies are being appropriately spent for the Project, in accordance with Georgia laws that 5 govern the expenditures of Special Purpose Local Option Sales Tax momes. Official representatives of the County may inspect the official records of the Organization, which relate to this project, at reasonable times and upon reasonable notice to the Organization. The County shall also have the right to inspect the Project at any reasonable time for any purpose related to the performance of any contract awarded, or to be bid upon or awarded, by the Organization for this Project. SECTION 4 - OBLIGATIONS OF THE ORGANIZATION AND COUNTY 4.1 Each of the parties hereto warrants and represents to the other that it will comply with all the requirements of the laws of the State of Georgia. 4.2 After approval of this contract, all contracts between the Organization and any sub- contractor shall be submitted to the County Administrator for administrative review. If any irregularity or illegality appears, the Administrator may submit any such questions to the Augusta-Richmond County Commission. 4.3 This Agreement constitutes the entire agreement between the parties as to the matters described herein and may not be amended except by a written instrument, signed by each party's duly authorized officers. 4.4 Breach of contract with respect to any of the terms of this Agreement, or with respect to the use of funds, shall terminate the County's obligations under this Agreement; shall terminate the County's obligation for the payment of any future funds; and shall entitle the Parties to all remedies provided by law. IN WITNESS WHEREOF, the County and Organization have caused these presents to be executed by their respective, duly authorized officials, on the date entered above. 6 SEAL ATT~ By: d rk of Com Ission 7 nl ,,_ .-...J.. '-~UI v- -''-I I I -' I t I Q. W 'Clerk of Commission ORGANIZATION: THE IMPERIAL COMMUNITY THEATRE, INC. .~~- By: ./~~~ As its ?/rt"5,'cY/;A 1" f AITEST~ ~ As its seCf2GTAfL,/ - Filed: SPLOST V Contractor Agreement fin 7 EXHIBIT" A" CONTRACTOR: The Imperial Community Theatre, Inc. PROJECT NAME: See attached "Project Description" DESCRIPTION OF PROJECT/SCOPE OF WORK: PROJECTED TIME OF COMPLETION: PROJECTED BUDGET: 8 ~ Project Description: The Imperial Theatre is requesting $500,000 in funds from SPLOST Phase V for the purpose of upgrading and renovating certain areas of the Imperial Theatre. All ofthe projects planned complement the Master Plan, currently in effect at the Theatre. Each project will provide a better venue for performers and patrons. ' We will be installing a new marquee onthe.fa9ade of the theatre, rep1a~ing our sound system, replacing the upstairs seating, upgrading the HV AC system, replacing the fire curtain and repairing the fire escapes, and providi1!g improvements to the lobby, entryway and offices of the Theatre . Each project will have a Request For Proposal and go through a bidding process. We estimate to complete all,projects by September 2007. Project Budget and Timelines Agency: Project Name, Date: The Imperial Community Theatre, Inc. Continuation of Imperial Theatre Master Plan 1/01/2007 Pro' ect Marquee Installation: equipment and installation . Sound S stem E ui ment and Installation HVAC S stem En ineerin Desi n Fire Curtain: cost of re lacement Fire Escape replacement on each side of the theatre Main Office Improvements: infrastructure of tele hone s stem u rades and e ui ment Main Lobby Improvements: safety rails for main concession area, repairs to plaster work and windows Entryway Improvements: lighting in box office alcove re lacin box office windows HVAC System Upgrades: integration of four HVAC systems throughout the theatre, moisture control system with separate zoned controls Seating Replacement: replacement of August 2007 mezzanine and balcon seatin Total Timeline Cost August 2006 94,700.00 Se tember 2006 153 300.00 Janua 2007 5 000.00 Janua 2007 40000.00 January 2007 15,000.00 February 2007 5,000.00 February 2007 6,500.00 February 2007 5,500.00 April 2007 60,000.00 115,000.00 500 000.00 EXHIBIT "A-I" LOCATION/LEGAL DESCRIPTION OF PROPERTY ON WHICH PROJECT IS LOCATED: See attached Exhibit "A" 9 hC~:ll1 I ( 1.( 1/ i " [./.,)" \ ( - ~t '--~/ ; lL,-/ ) I L'l'Y L QUIT-CLAIM DEED FROM TRUST COMPANY BANK OF AUGUSTA, N. A. TO IMPERIAL COMMUNITY THEATER, INC. EXHIBIT HA" All that lot and parcel of land, with improvemem:s thereon, situate, lying and being on the North side of Broad Street between Seventh and Eighth Streets in the City of Augusta, Richmond County, Georgia, according to that certain plat for Lat Nguyen and Loy Veal dated January 28, 1985, by Ayer, Graham and Associates, Inc., C.E., and recorded in the Office of the Clerk of superior Court of Richmond County, Georgia in Deed Record Book 197, page 1181. said lot has a front on the North side of Broad Street of 66.69 feet and extends back between approximate parallel lines a distance of 219.58 feet on the Western boundary, and 218.07 feet on the Eastern houndary, and having a rear. width of 66.70 feet, and being bounded as follows: North by property of Southeastern Newspapers Corp., East by an alley 10 feet wide (known a.s Tubman alleyj, south by Broad street, and West by an ~lley which is 10 feet wide, more or less, (known as Kerr's Lane). With improvements thereon known and designated on sai~ plat as the Imperial Building. AlSO one-half (1/2) undiv1d~d interest in so much of said Tubman Alley fronting 10 feet in width on Broad street as lies betw~en the premises herein conveyed and the property of William E. Murray upon which there is located the Marion Building, and a right-of-way through and over said alley throughout its entire length from Broad Street to Reynolds Street, to be enjoined in common with the owners or occupal.ts of all the lots bounding or fronting on said alley. ALSO the right of ingress and egress through and over Kerr's alley which bounds the above described property on the West from Broad Street to Reynolds Street to be enjoined in common with the owners of other lots adjoining or abutting upon said alley, with the right to occupy and maintain on said entrance way from Broad Street, the steps as now exist from Brodd street to the rooms Located above the s~ore building located on the within described property. TrustCo.Pro ---_._~ ,- ...--=~ -A'~il~~'~ FiLu ~~(fr . ~' ,. et . IYr"f Reeq~d&~ J ~'::;a.. ~ .. I I tif ;1 I 'I if.- ; ,\ .~J. r'~~' ~;;~ 0'.'. ~f{ ''i;~ >, ;,~^.. } -t :i It ;' :s." } '~ " : 'Ii ,._~,~ ~,,"j i 1 I