HomeMy WebLinkAbout112-93 RESOLUTION•
•
•
•
RESOLUTION NO. 112-93
A RESOLUTION APPROVING THE SECOND AMENDMENT
TO INTERLOCAL COOPERATION AGREEMENT DATED
DECEMBER 9, 1989 AND AUTHORIZING THE MAYOR AND
CITY CLERK TO EXECUTE THE AMENDMENT.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
FAYE9TEVILLE, ARKANSAS:
&alm1. That the City Council hereby approves the Second Amendment to Interlocal
Cooperation Agreement authorizes and directs the Mayor and City Clerk to execute the
amendment. A copy of the Second Amendment to Interlocal Cooperation Agreement dated
December 9, 1989 is attached hereto marked Exhibit 'A" and made a part hereof.
PASSED AND APPROVED this _Mt day of _October_, 1993.
IIATTEST. ": j%ii:S!/ c7J z/ 60Y
Sherry L. Thomas, City Cleat
APPROVED
By:
•
, Maya
•
SECOND AMENDMENT
LQ
INTERLOCAL COOPERATION AGREEMENT DATED DECEMBER 9. 1989
THIS AGREEMENT is made between the Board of Trustees of the University of
Arkansas for the University of Arkansas, Fayetteville ("University"), a public institution of
higher education established by Arkansas law, and the City of Fayetteville, Arkansas
("City"), a political subdivision of the State of Arkansas, under the authority of Act 430 of
1967, as codified at Ark. Code Ann. §§ 25-20-102 et seq. (1987).
WITNESSETH:
WHEREAS, on December 9, 1986, the parties entered into an Interlocal
Cooperation Agreement which established the University of Arkansas/City of Fayetteville
Arts Foundation, Inc. ("Arts Foundation"), for the purpose of establishing an endowment
and providing support for a Center for the Arts which is now named the Walton Arts
Center, and
WHEREAS, contributions from throughout Northwest Arkansas have provided
substantial support for construction and operation of the Walton Arts Center, and
WHEREAS, the Directors of the Arts Foundation have requested approval of
changes in the Interfocal Cooperation Agreement and in the Articles of Incorporation of
the Arts Foundation to permit the community at Targe to be represented on the Arts
Foundation Board of Directors; and
WHEREAS, the name of the Arts Foundation does not accurately reflect its
purposes or the proposed community representation on the Board of Directors; and
should be changed; and
•
Interlocal Cooperation Agreement
Second Amendment
Page 2
WHEREAS, the Interlocal Cooperation Agreement also established the University
of Arkansas/City of Fayetteville Arts Center Council, Inc., to serve as agent for the
University and the City to construct, manage, operate and maintain a Center for the Arts,
which is now named the Walton Arts Center, and
WHEREAS, the name of the corporation does not accurately reflect its purposes
or the community representation on the corporation's Board of Directors;
NOW THEREFORE, in consideration of the mutual promises of the parties
contained herein and other good and valuable consideration, the parties agree to amend
their interlocal Cooperation Agreement as follows:
1. The first two paragraphs of Article I, Creation of Two Separate Non -Profit
Corporations to Construct t and Manage the Center for the Arts, are hereby deleted and
the following two paragraphs are substituted therefor.
The non-profit corporation named the University of Arkansas/City of
Fayetteville Arts Center Council, Inc., which was created pursuant to the
Arkansas Non -Profit Corporation Act, Ark. Code Ann. §§ 4-28-101 et seq.,
shall be renamed the Walton Arts Center Council, Inc. This corporation shall
serve as agent for the University and the City to construct, manage, operate
and maintain the Walton Arts Center, which shall be owned by the City and
the University as tenants in common. The purposes, powers and duties of
the corporation shall be those set out in the Articles of Incorporation and
By4aws, as amended.
•
•
•
Interlocal Cooperation Agreement
Second Amendment
Page 3
•
•
The non-profit corporation named the University of Arkansas/City of
Fayetteville Arts Foundation, Inc., which was created pursuant to the
Arkansas Non -Profit Corporation Act, Ark. Code Ann. §§ 4-28-101 of seq.,
shall be renamed the Walton Arts Center Foundation, Inc. This corporation
shall maintain an endowment and pay over a portion or all of the income to
the Walton Arts Center Council, Inc., for the operation, management, and
maintenance of the Walton Arts Center. The purposes, powers and duties
of the corporation shall be those specified in the Articles of Incorporation
and By-laws, as amended.
2. The Section of Article I, Creation of Two Separate Non -Profit Corporations,
entitled "Boards of Directors" is hereby deleted and the following Section is substituted
therefor.
Boards of Directors. The Board of Directors of the Walton Arts
Center Council, Inc. shall consist of at least ten (10) members, and not
more than twenty (20) members. The selection, replacement and terms of
office of Directors of the Walton Arts Center Council, Inc., shall be as
specified in the Articles of Incorporation and By -Laws of the Walton Arts
Center Council, Inc., as amended.
The Board of Directors of the Walton Arts Center Foundation, Inc.,
shall consist of nine (9) members. The selection, replacement and terms of
office of Directors of the Walton Arts Center Foundation, Inc., shall be as
•
•
1
Interlocal Cooperation Agreement
Second Amendment
Page 4
specified in the Artides of Incorporation and By -Laws of the Walton Arts
Center Foundation, Inc., as amended.
The annual budget of the Walton Arts Center Council, Inc, shall be
approved by the Walton Arts Center Foundation, Inc., and incorporated into
and made a part of the annual budget of the Walton Arts Center
Foundation, Inc.. The annual budget of the Walton Arts Center Foundation,
Inc., shall be approved by the Chancellor of the University of Arkansas,
Fayetteville, and the Mayor of the City of Fayetteville, Arkansas, or their
designated representatives, prior to distribution by the Walton Arts Center
Foundation, Inc., of any funds to the Walton Arts Center Council, Inc.
The Board of Directors of each corporation shall report at least
annually to the Board of Trustees of the University of Arkansas and the City
Council on the management, operation and activities of each corporation,
which report shall include a financial statement prepared in accordance with
generally accepted accounting principles.
3. The Amendments to the Articles of Incorporation of the Walton Arts Center
Foundation, Inc., and the Walton Arts Center Council, Inc., conforming herewith and
containing additional modifications to the methods of operation, are hereby approved and
authorized for implementation.
CITY OF FAYETTEVILLE:
Approved by Resolution adopted by the Fayetteville City Council on the 17th
day of August 1993.
•
•
•
•
•
Interlocal Cooperation Agreement
Second Amendment
Page 5
FR eliNA, MAYOR
•
•
ATTEST: l .ti S-7Anc.t
SKERRY TH AS, CITY CLERK
BOARD OF TRUSTEES OF THE UNIVERSITY OF ARKANSAS:
Apoved y Resolution adopted by the Board of Trustees of the University of
1st day of June , 1993.
Arkansa in the
H.L. HEMBREE, CHAIRMAN
BOARD OF TRUSTEES OF THE
UNIVERSITY OF ARKANSAS
ATTEST:
ARL WHILLOCK SEC ETARY