DISCLAIMER

 

07-0504R


RESOLUTION AUTHORIZING A SERVICE AGREEMENT, A LICENSE AGREEMENT AND A PROJECT AGREEMENT WITH DULUTH SISTER CITIES INTERNATIONAL, INC., AND TERMINATING THE PREVIOUS SERVICE AGREEMENT, LICENSE AGREEMENT AND PROJECT AGREEMENT WITH DULUTH SISTER CITIES COMMISSION, INC.

BY COUNCILOR GILBERT:

     WHEREAS, the Duluth Sister Cities Commission, Inc., (DSCC) has requested that the following agreements between the city and DSCC be terminated:

     (a)  Service agreement dated May 5, 1992 (City Contract No. 16197);

     (b)  License agreement related to use of the city logo dated July 16, 2007 (City Contract No. 20447);

     (c)  Project agreement related to the peace garden memorial in Enger Park dated July 5, 2007 (City Contract No. 20445); and

     WHEREAS, the DSCC has restated its articles of incorporation and bylaws pursuant to which the entity will be named Duluth Sister Cities International, Inc., (DSCI), and whose articles and bylaws create an arms length relationship with the city; and

     WHEREAS, DSCI desires to enter into agreements with the city to provide services related to participation in sister city relationships including Sister Cities International, to use the city’s logo on products produced by DSCI, and to provide for the construction of a peace garden memorial at Enger Park.

     NOW, THEREFORE, BE IT RESOLVED, that the Duluth City Council hereby finds as follows:

     (a)  Sister city relationships stimulate community interest in culture, history, art, and the study of foreign languages; open new dialogues with people of another culture to find unique solutions to municipal problems therefore improving the quality of life for citizens of Duluth; promote Duluth tourism; advertise the city of Duluth; provide invaluable learning and educational experiences for Duluth citizens; provide an opportunity for improving local relations through working together for a common objective; promote trade and stimulate the local economy by associating local products with the city marketing name (branding); and provide doors through which Duluth’s citizens can experience and come to understand other countries and their people and cultures, thus furthering global understanding and world peace;

     (b)  The city desires to participate in sister city relationships between the city and cities of other countries in part through participation in Sister City International which participation includes international exchanges of citizen visits, correspondence, artwork, culture, music and education;

     (c)  The city desires to enter into a licensing agreement allowing the use of the new city logo in marketing efforts as a way to assist in furthering the sister cities mission;

     (d)  The city desires to enter into an agreement with DSCI to assist it in constructing a peace garden memorial at Enger Park;

     (e)  The city has deemed it to be in the public interest to provide funding to the DSCI for these services and to enter into a licensing agreement and a project agreement relating to the peace garden memorial at Enger Park.

     FURTHER RESOLVED, that the service agreement between the city and DSCC dated May 5, 1992 (City Contract No. 16197), is hereby terminated.

     FURTHER RESOLVED, that the license agreement between the city and DSCC related to the use of the city logo dated July 16, 2007 (City Contract No. 20447), is hereby terminated only insofar as it relates to DSCC and the agreement as it relates to the Duluth Public Arts Fund, Inc., shall continue in effect.

     FURTHER RESOLVED, that the project agreement between the city and DSCC related to the peace garden at Enger Park dated July 5, 2007 (City Contract No. 20445), is hereby terminated.

     FURTHER RESOLVED, that the proper city officials are hereby authorized to enter into a service agreement, substantially in the form of that on file in the office of the city clerk as Public Document No. _________________, with DSCI in an amount not to exceed $46,534.42 payable from Fund 258.

     FURTHER RESOLVED, that the proper city officials are hereby authorized to enter into a license agreement, substantially in the form of that on file in the office of the city clerk as Public Document No. ________________, with DSCI related to the use of the city logo.

     FURTHER RESOLVED, that the proper city officials are hereby authorized to enter into a project agreement, substantially in the form of that on file in the office of the city clerk as Public Document No. _________________, with DSCI in an amount not to exceed $15,000 related to the construction of a peace garden memorial at Enger Park payable from Fund 258.


STATEMENT OF PURPOSE:  This resolution is a companion to Ordinance 07-047-O.


The Duluth Sister City Commission, Inc. (DSCC), was a nonprofit corporation deemed to be "created" by the city of Duluth. The state auditor has frowned on creation of nonprofits by political entities, and it is now statutorily forbidden unless explicitly authorized by law. The bylaws of DSCS provided that city-appointed commission members automatically become members of the board of DSCC.


The nonprofit has restated its articles of incorporation renaming itself Duluth Sister Cities International, Inc (DSCI). It has also amended its bylaws. The restated articles of incorporation and amended bylaws provide for autonomy from the city. Its members will no longer be appointed by the city, except for one member of the 12 to 15 member board which will be appointed by the Mayor. The Mayor will no longer approve article and bylaw changes, and there will no longer be a Sister Cities fund housed in the City’s finance division.


DSCC has requested that the City terminate its agreements with it and execute new agreements with DSCI. Under the new service agreement, DSCI will provide services related to participation in sister city relationships including Sister Cities International. The license agreement will allow DSCI to use the new city logo in its marketing efforts and will allow the profits to support the goals and objective of DSCI. Finally, the project agreement will provide $15,000 of the projected $60,000 to construct a peace memorial garden in Enger Park.