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1988 PS Desert Resorts Convention & Visitors Bureau (CVB) - JPAA 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 December 12, 1988 (amended) JOINT POWERS AGREEMENT CREATING THE PALM SPRINGS DESERT RESORTS CONVENTION AND VISITORS BUREAU Acting pursuant to Article I, Chapter 5, Division 7, Title 1 of the California Government Code (Section 6500 et seq.), the parties signatory to this agreement, as listed in Appendix A attached hereto, hereby join together and agree as follows: ARTICLE I DEFINITIONS Active Member. A member organization as defined below. Executive Committee. The governing body of the Palm Springs Desert Resorts Convention and Visitors Bureau, formed pursuant to Article VIII of this joint powers agreement. Fiscal Year. The fiscal year for the Palm Springs Desert Re- sorts Convention and Visitors Bureau shall commence July 1 of every year and end June 30 of the following year. Funding Formula. A method of computing revenues to be paid to the Bureau by member organizations based on transient occupancy taxes generated, as stated in Article XI, and as illustrated in Exhibit A. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Hospitality Industry and Business Council. An advisory body comprised of 15 private or associate members appointed by the Executive Committee. Inactive Member. A member organization which has given notice of withdrawal pursuant to Article XIII of this agreement and thereafter is not eligible for continued representation on the Executive Committee. Initial Contribution. The contribution to be paid by each mem- ber organization pursuant to Article XI at the time of execution of this agreement in order to produce start-up expenses esti- mated to be $150,000 for FY 1988/89, as shown in Exhibit B. Member Organization. A city in the Coachella Valley which has signed the Joint Powers Agreement, has made the prescribed con- tribution to the Bureau and has not given notice of withdrawal. All references to "member" (unless otherwise modified), "active member" or "active city member" shall mean a member organization. Technical Advisory Committee. A committee comprised of one city manager from each member organization, with the function of ad- vising on all matters which come before the Executive Committee. 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 ARTICLE II PURPOSE This Agreement is entered into by the member organizations, as parties hereto, to jointly encourage, promote, and to do such other things as might be necessary to enhance, to the greatest extent possible, all aspects of the hospitality, convention and tourism industry in the Coachella Valley and to attract visitors to the area from a world-wide market, all to the benefit of the member organizations and their citizens. ARTICLE III PARTIES TO AGREEMENT Each member organization, as a party to this Agreement, hereby agrees and contracts with each and every other member organiza- tion as parties to this Agreement, together with such other or- ganizations as may hereafter be added as parties to this agree- ment, to abide by the terms of this agreement as hereinafter set forth. Each member organization also agrees that withdrawal of any party from this Agreement shall not affect this Agreement as to those member organizations then remaining. 3 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 ARTICLE IV TERM This Agreement shall become effective February 1, 1989, or as soon thereafter as it is approved and executed by three or more member organizations, and shall continue in full force and ef- fect until terminated as herein provided. ARTICLE V CREATION OF CONVENTION AND VISITORS BUREAU In order to most effectively achieve the purposes and goals of this Agreement, there is hereby created a public entity, sepa- rate and apart from the parties hereto, to be known as the Palm Springs Desert Resorts Convention and Visitors Bureau. ARTICLE VI POWERS OF THE BUREAU The Bureau shall have all of the powers common to its member organizations and is authorized, in its own name, to make and enter contracts, to employ agents and employees, to acquire, construct, manage, maintain or operate any building, works or improvements, to acquire, hold, or dispose of property, and to incur debts, liabilities, or obligations. The Bureau shall have 4 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 the power to sue and be sued in its own name. The Bureau may receive and use contributions and advances from member organiza- tions pursuant to Government Code Section 6504, including con- tributions or advances of personnel, equipment, or property. It may invest any money in its treasury, not required for its im- mediate necessities, pursuant to Government Code Section 6509.5. The Bureau may do such other things as are necessary to carry out the purposes and achieve the objectives of this Agreement. These powers shall be exercised by the Bureau pursuant to the terms hereof and as provided by law. ARTICLE VII OBLIGATIONS OF THE BUREAU The debts, liabilities, and obligations of the Bureau shall be the sole responsibility of the Bureau and shall not become the debts, liabilities, or obligations of the member organizations or any one of them except that a member organization may sepa- rately contract for, or assume responsibility for specific debts, liabilities, or obligations of the Bureau. ARTICLE VIII EXECUTIVE COMMITTEE The Bureau shall be governed by an Executive Committee comprised of elected officials from each member organization. Each member organization shall appoint a member of its governing body as a 5 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 member of the Executive Committee, and a second member of its governing body as an alternate member of the Executive Commit- tee. Each member of the Committee shall serve at the pleasure of the appointing member organization. When a committee member or alternate committee member is no longer a member of the governing body of the appointing organization, membership on the Executive Committee shall automatically terminate. Any vacancy on the Executive Committee shall be promptly filled by the ap- pointing member organization. ARTICLE IX POWERS AND DUTIES OF EXECUTIVE COMMITTEE The Executive Committee shall exercise all the powers and con- duct all the business of the Bureau, either directly or by del- egation of authority as the Executive Committee deems appropri- ate. The Executive Committee shall adopt by-laws to provide for the organization and administration of the Bureau. The by-laws shall be adopted by a majority vote of all the members of the Executive Committee and may thereafter be amended in like man- ner, except as more restrictive requirements may appear in said by-laws. The Executive Committee shall approve and adopt a budget for the Bureau by April 30th of each year for the Fiscal year beginning July 1st of each year. 6 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 The Executive Committee shall appoint a Hospitality Industry and Business Council comprised of 15 private and associate members for three year staggered terms. The Executive Committee shall be advised on all matters by a Technical Advisory committee comprised of one city manager from each member organization. The Executive Committee shall hire an executive director who shall be a professional manager to organize all affairs of the Bureau. The Executive Committee may create such other committees as it deems necessary to assist in performing its duties and obligations. The Executive Committee shall have such other powers and duties as might be necessary to achieve the purposes and intent of this Agreement and as required by law. ARTICLE X DESIGNATION OF TREASURER AND AUDITOR The Executive Committee shall designate appropriate officers of one of its member organizations to be the Treasurer and Auditor. The Treasurer shall: 1. Receive and receipt for, all money of the Bureau and place it in the treasury of the member organization, so designated 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 to the credit of the Bureau; 2. Be responsible, upon his official bond, for the safekeeping and disbursement of all Bureau money so held by him; 3. Pay, when due, out of money of the Bureau so held by him, all sums due from the Bureau, or any portion thereof, only upon warrants of the Auditor; and 4. On a monthly basis, verify and report in writing to the Ex- ecutive Committee the amount of money he holds for the Bu- reau, the amount of receipts since his last report and the amount paid out since his last report. 5. Pursuant to Government Code 53646, the Treasurer shall sub- mit monthly and annual reports to the Executive Committee. All funds invested by the Treasurer must conform to the pro- visions of Government Code 53651. The Auditor shall draw warrants to pay demands against the Bu- reau when the demands have been approved by the Executive Com- mittee or such person as may be authorized by the Executive Com- mittee to approve such demands. The City Council of the member organization designated to pro- vide the Treasurer and Auditor shall determine the proper charge to be made against the Bureau for the services of the Treasurer and the Auditor, which charges shall be promptly paid by the Bureau. The Treasurer, and such other persons who shall have charge of, handle, or have access to any property of the Bureau shall file 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 an official bond in an amount to be determined by the Executive Committee and sufficient to secure the assets of the Bureau. At the close of each fiscal year, the Auditor shall contract with a Certified Public Accountant or Public Accountant to make an annual audit of the accounts and records of the Bureau. The minimum requirements of such audits shall be those prescribed by the State Controller for special districts under Section 26909 of the Government Code and shall conform to generally accepted auditing standards. A report of such audit shall be filed as a public record with each member organization and with the County Auditor for the County of Riverside. Such report shall be filed within 6 months of the end of the fiscal year under examination. The cost of such audit shall be borne by the Bureau. All funds of the Bureau shall be strictly accounted. A member organization may request a report of all receipts and disburse- ments at any time. ARTICLE BI CONTRIBUTIONS Each member organization, upon executing this agreement, shall make an initial contribution computed in the manner shown in the Interim Funding Formula attached hereto as Exhibit B. Commencing July 1, 1989, and quarterly thereafter, each member organization shall pay into the treasury of the Bureau, the sum 9 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 of $2,500 or a sum to be determined by the Executive Committee, equal to not less than 0.5%nor more than 0.6% of the gross sales for the preceding quarter of lodging which would have been sub- ject to a transient occupancy tax, if such tax were imposed, as defined by Section 7280 of the California Revenue & Taxation Code, whichever is greater, except that for the first full year of the term of this agreement, the contribution of each member organization shall be $10,000 or 0.55% of said sales, whichever is greater, as estimated on Exhibit A. ARTICLE XII PRIVATE MEMBERSHIP AND ASSOCIATE MEMBERSHIP There is hereby established a class of membership designated "Private Member". A private member shall be a non-governmental entity whose place of business is within the jurisdiction of an active governmental member organization and whose business and activities are directly related to the convention or tourism industry and the purposes of this agreement. Private members shall be subject to approval of the Executive Committee which shall set the fee for such member. There is hereby established a class of membership designated "Associate Member". An Associate Member shall be a non- governmental entity whose business and activities are related to the convention or tourism industry or the purposes of this - 10 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 agreement, but whose place of business is not within the bound- aries of a governmental agency which is eligible to become a member or an inactive member of the Bureau. Associate members shall be subject to approval of the Executive Committee which shall set the fee for such member. The rights, duties and obligations of Private Members and As- sociate Members shall be provided in the by-laws. ARTICLE XIII WITHDRAWAL OF MEMBER ORGANIZATION A member organization may withdraw from participation in this Joint Powers Agreement subject to the condition that its current annual contribution to the Bureau is paid in full and if such withdrawal occurs after March 1, 1989, that it pay to the Bureau an additional contribution equal to the annual contribution owed or paid during the year of withdrawal. A withdrawing member organization may again become a participating member of this Joint Powers Agreement subject to the condition that it pay to the treasury of the Bureau all contributions which it would have paid if the member organization had not withdrawn from par- ticipation. Additionally, an active member which gives notice of withdrawal becomes an inactive member, with no voting privi- leges on the Executive Committee. Private members may not par- ticipate in the Bureau if their place of business is located within the boundaries of an inactive member. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 ARTICLE XIV CONTRACT SERVICES Nothing in this Agreement shall be deemed to prohibit a member organization from expending additional efforts and resources or contracting with the Bureau or other entities for additional services and benefits similar to those realized from participa- tion in this Agreement. ARTICLE XV AMENDMENTS TO JOINT POWERS AGREEMENT This Joint Powers Agreement may not be amended except by vote of two-thirds of the entire membership of the Executive Committee and subsequent ratification by the governing bodies of two- thirds of the member organizations, provided further that any amendment of the amount of member contributions, as stated in Article XI, shall require the unanimous vote of the entire ac- tive membership of the Executive Committee and subsequent ratification by the governing bodies of all active member organizations. ARTICLE XVI TERMINATION AND DISTRIBUTION OF ASSETS This Agreement may be terminated at any time upon election to terminate by the governing bodies of not less than three-fourths - 12 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 of the member organizations, provided, however, that this Agree- ment and the Bureau shall continue to exist after such termina- tion for the purpose of disposing of all claims, distributing all assets, and performing all other acts necessary to conclude the affairs of the Bureau. Upon termination, all assets of the Bureau shall be distributed among the member organizations in proportion to their contribu- tion during the term of this Agreement with an offset for any monies owed to the Bureau. ARTICLE XVII FILING WITH SECRETARY OF STATE Notice of this Agreement, or any amendments to it, shall be filed with the office of the California Secretary of State within thirty days of its effective date pursuant to Government Codes Section 6503.5. - 13 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year hereinafter specified. CITY OF CATHEDRAL CITY DATED: 1-Phnurlil Ici <9 BY: MAYOR ATTEST: APPROVED AS TO FORM: BY: BY: ���'�''115 CI Y C CITY ATTORNEY 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year hereinafter specified. CITY OF COACHELLA DATED: BY: ATTEST: BY: BY: MAYOR APPROVED AS TO FORM: CITY CLERK CITY ATTORNEY 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year hereinafter specified. CITY OF DESERT HOT SPRINGS DATED: July 6, 1990 BY: MAYOR ATTEST APPROVED AS TO FORM: CITY ATTORNEY 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year hereinafter specified. CITY OF INDIAN WELLS DATED: ATTEST: BY: -iCh1(�� `� BY: PRINCE E. P ERSON, CITY MANAGER/CLERK G NAZAREK, CITy/ATTORNEY a_t_d/li /9gr BY : 1_c Q RICHARD R. OLIPHAN MAYOR APPROVED AS TO FORM: 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year hereinafter specified. CITY OF INDIO DATED: BY:1411,Calt) MAYOR ATTEST: i APFORM: BY: . �� BY: CITY CLERK CITY ATTORNEY 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year hereinafter specified. CITY OF LA QUINTA DATED::;210 • 1 BY: ATTEST: APPROVED AS TO FORM: Agir BYi CITY CLERK By: `W.6, /4 CITY ATTORNEY 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year hereinafter specified. CITY OF PALM DESERT DATED: BY: ATTEST: BY: t 1 7,--1 BY : CITY CLE APPROVED AS TO FORM: avtA \ ez__ CITY ATTORNEY 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year hereinafter specified. CITY OF PALM SPRINGS �' rdn-• Q DATED: I ��l14 16, foil % BY:_, ATTEST: CITY CLERK BY: APPROVED AS TO FORM: CITY ATTORNEY 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year hereinafter specified. CITY OF RANCHO MIRAGE DATED: 3 "Pe, BY: ATTEST: / BY: Gd(.� G : 1�c,o.'!�"`r BY CITY CLERK PPRO'ED AS TO FORM: CITY ATTORNEY 11/18/88 FY 1988/89 RECOMMENDED INTERIM FUNDING FORMULA FY 87/88 x 15.62% Estimated (1) FY 87/88 Interim City Gross Sales x .55% Operation Desert Hot Springs $ 3,338,000 $ 18,359 $ 2,868 Palm Springs 63,333,000 348,332 54,409 Cathedral City 10,744,000 59,092 9,230 Rancho Mirage 23,750,000 130,625 20,404 Palm Desert 47,083,000 258,957 40,449 Indian Wells 9,857,000 54,214 8,468 La Quinta 9,250,000 50,875 7,947 Indio 5,375,000 29,563 4,618 Coachella (2) - 0 - 10,000 1,562 TOTAL $172,730,000 $ 960,017 $ 150,000 NOTES (1) Source: DRCVB, unaudited, August 1988. (2) No Transient Occupancy Tax, base assessment $10,000. (3) Proposed interim budget - Personnel $ 90,000 Office/Travel 15,000 Consultant 15,000 Other 15,000 Contingency 15,000 $ 150,000 SB:bam M1014884 (EXHIBIT B) City 11/18/88 FY 1989/90 RECOMMENDED PROPOSED FUNDING FORMULA FY 88/89 Projected (1) FY 88/89 FY 88/89 FY 88/89 Gross Sales x .60% x .55% x .50% Desert Hot Springs $ 4,500,000 $ 27,000 $ 24,750 $ 22,500 Palm Springs 76,222,000 457,300 419,200 381,100 Cathedral City 12,778,000 76,700 70,300 63,900 Rancho Mirage 36,250,000 217,500 199,400 181,250 Palm Desert 47,083,000 282,500 258,950 235,400 Indian Wells 10,000,000 60,000 55,000 50,000 La Quinta 13,125,000 78,750 72,200 65,600 Indio 5,625,000 33,750 30,950 28,100 Coachella (2) - 0 - 10,000 10,000 10,000 TOTAL $205,583,000 $1,243,500 $1,140,750 $1,037,850 NOTES (1) Source: City Finance Departments, budget projections FY 1988/89. (2) No Transient Occupancy Tax, base assessment $10,000. (3) Proposed budget FY 1989/90 a) City contributions $1,140,750 b) Private members 500,000 c) Advertising/other 250,000 $1,890,750 SB:bam M1014883 (EXHIBIT A) CITY Desert Hot Springs Cathedral City Indian Wells Indio La Quinta Palm Desert Palm Springs Rancho Mirage TOTAL FY 1989-1990 PROPOSED FUNDING FORMULA CALENDAR 1989 PROJECTED (1) FY 1989-90 GROSS SALES X .6% NOT A MEMBER AT THIS TIME $10,242,000 15,214,182 3,910,000 15,788,909 59,403,090 70,193,455 27,598,000 $ 56,331 83,678 21,505 86,839 326,717 386,064 151,789 $202,349,636 $1,112,923 NOTE: Projection from City Finance Departments FUNDFORM (EXHIBIT A) CITY FY 1990-1991 PROPOSED FUNDING FORMULA CALENDAR 1990 PROJECTED (1) FY 1990-91 GROSS SALES X .6% Desert Hot Springs $ 4,625,000 $ 27,750 (JOINED 7/6/90) Cathedral City 10,555,556 63,333 Indian Wells 19,195,514 115,173 Indio 5,900,000 35,400 La Quinta 21,000,000 126,000 Palm Desert 46,250,000 277,500 Palm Springs 74,444,444 446,667 Rancho Mirage 27,777,778 166,667 TOTAL $209,748,292 $1,258,490 NOTE: Projection from City Finance Departments FUNDFORM 6/7/90 (EXHIBIT A) CITY FY 1991-1992 PROPOSED FUNDING FORMULA CALENDAR 1991 PROJECTED (1) FY 1991-92 GROSS SALES X .6% Desert Hot Springs $ 3,439,000 $ 20,634 Cathedral City $ 9,895,000 $ 59,370 Indian Wells $ 29,666,667 $ 178,000 Indio $ 5,500,000 $ 33,000 La Quinta $ 22,166,667 $ 133,000 Palm Desert $ 52,000,000 $ 312,000 Palm Springs $ 87,000,000 $ 522,000 Rancho Mirage $ 27,777,833 $ 166,667 TOTAL $237,445,167 $1,424,671 NOTE: Projection from City Finance Departments FUNDFORM 11/08/91 (EXHIBIT A) CITY FY 1992-1993 PROPOSED FUNDING FORMULA CALENDAR 1992 PROJECTED (1) FY 1992-93 FY 1992-93 GROSS SALES X .6% X 1.4% TOTAL Desert Hot Springs $ 3,687,926 $ 22,128 $ -0- $ 22,128 Cathedral City 10,898,141 31,075 80,066 111,141 Indian Wells 28,050,000 -0- 392,700 392,700 ndio 6,330,740 37,984 -0- 37,984 La Quinta 19,337,845 -0- 270,730 270,730 Palm Desert 53,264,338 66,560 590,394 656,954 Palm Springs 72,062,921 195,738 552,158 747,896 Rancho Mirage 32,000,000 26,880 385,280 412,160 TOTAL $225,631,911 $ 380,365 $2,271,328 $2,651,693 NOTE: (1) Source: City Finance Departments 1991 Year-end Gross Sales City of Indian Wells Projection - Down trend City of Rancho Mirage - Westin Mission Hills FUNDFORM 8/6/92 (EXHIBIT A)