Loading...
HomeMy Public PortalAbout19971120CCMeeting1 1 1 1997 -11 -20 City Council Minutes The Tybee Island City Council held a regular meeting on Thursday, November 20, 1997 at 7:30 p.m. at Tybee City Hall Auditorium. Mayor Walter W. Parker presided, and the following members of Council were present: Ed Merves, Jack Youmans, Billy Remeta, Michael "Spec" Hosti, Mallory Pearce and John O'Neill. The City Manager and the City Clerk were absent. Assistant City Manager Ro Fripp and Zoning Administrator Angela Byers were present. Mayor Parker welcomed the audience and Councilman Merves gave the Invocation, followed by the Pledge of Allegiance. Carl Looper, President of Tybee Beautification Club, invited everyone to attend a ribbon - cutting in Jaycee Park on December 6th, when the boccie and shuffle board courts, a recent club project, will be opened for public use. There were no other visitors who wished to speak, and Mayor Parker opened the meeting for business legal presented. Mayor Parker introduced discussion of the contract to add one cent to the local hotel /motel tax for the trade center. Councilman O'Neill said he's not sure there's enough confidence in the trade center project and he's not sure it's a good thing for the city to dedicate the tax to this purpose, especially since our local House Representative Burke Day plans to introduce a bill to allow cities to collect a hotel /motel tax. He said if Council does want to do it, he'd like to see the time of commitment shortened. Councilman Youmans said that the one cent tax cannot be used for any purpose but the trade center. Councilman Pearce asked why a contract is needed if we pass the suggested ordinances. Mr. Hughes said he believes a contract is required by the state law, but will check on this point. Councilman Merves said he understands the law allows the extra 1% only for the promotion of the trade center and not for building it, adding that he does believe the trade center might be the best way to increase off - season business on the island. Mayor Parker added that all island hotels but one did endorse the tax. Ro Fripp called attention to Bill Farmer's memo of today, asking if everyone had read it. Councilman Remeta said he'd like the record to show that the City Manager is not present. Councilman O'Neill said this penny brings the bed tax to 12 %. He said that this takes dollars that otherwise would be spent 1 1 1 locally in other businesses. Mayor Parker said the vote on the contract will be taken at the time the ordinances are considered on Second Reading, later in the meeting. Richard E. Witt was recognized and spoke to the Council concerning a 10 -inch oak tree that he needs to remove on property he recently purchased, at 5th Avenue and Solomon. The reason for removal is to allow for a storage shed. A plat of the property was shown with the trees, house, and driveway located thereon. Councilman Pearce asked if there is any other way to accomplish the need without cutting the tree. Mr. Witt answered that this is the option that disturbs the least. Councilman Hosti suggested mitigation by replanting. Councilman Remeta said he thought it a shame that a man buys a new house and has to come to City Council for permission to cut one tree on his own property. Angela Byers explained that the ordinance has been changed and that the City Manager does have the right to approve a permit; if he does not the only recourse is to City Council. Councilman Youmans agreed, saying he has visited the property and there are many trees, moving that the permit be granted. Councilman Remeta seconded and the motion passed without dissent. Councilman Youmans moved that the 1997 audit agreement be approved for $10,250 plus the $50 per hour consultation fee for FY 1998. He specified that the extra $2,500 for a CAFR audit not be included. Councilman Pearce seconded and offered an amendment to include the $2,500. The amendment died for lack of a second. Vote on the motion was unanimous in favor. Zoning Administrator Angela Byers introduced a petition by Iris and Chuck Bishop to buy from the city a portion of unopened right -of -way known as Maple Street. City Council noted that there appeared to be an error in the arithmetic calculations in the Bishops' letter. The Bishops were not present, but were represented by local realtor Bonnie Gaster who accepted responsibility for the miscalculation. Councilman O'Neill remarked that when you sell city property you usually find that something comes back to haunt you, citing a landlocked duplex unit on 19th Street he brought to Council's attention last year. He remarked that plans indicate the project would be a great little development, but urged City Council not to give away city property. Bonnie Gaster said that the plan is to offer homes at prices comparative to the modest abutting neighborhood of Bright and Logan Streets. She also stated that the Bishops would like the price they pay for the street to go to a specific community project like recreation or the fire department, since a small sum would be insignificant to the general fund. On motion of Councilman Pearce, seconded by Councilman O'Neill, the petition was unanimously denied. On a motion by Councilman Youmans, seconded by Councilman Remeta, the second reading of code section 3 -2 -41 passed by a vote of 5 1 1 1 to 1 with Councilman O'Neill casting the dissenting vote. Councilman Youmans then moved that the three -year contract with the trade center be approved, with a second by Councilman Remeta. Vote was 4 - 2 in favor with Councilmen O'Neill and Pearce casting the dissenting votes. Councilman Hosti reported that he had met with the Recreation Commission who recommend forward funding of the gymnasium project. Councilman Youmans objected saying that any forward funding should be reserved for things that have to be done like the water tank and the work at the wastewater treatment plant. Councilman Youmans then moved that no forward funding be approved for anything other than emergency work, and Councilman O'Neill seconded. The City Attorney said he has reservations concerning the concept of forward funding, and would need to do more research before giving a definite opinion as to its legality. Councilman Pearce questioned whether the motion is needed, saying nothing will happen until Council decides to do it. Councilman Merves said if we keep waiting, it will be another 20 years without a gym. The vote was 3 in favor of the motion {Youmans, Remeta, O'Neill} and 4 against {Merves, Hosti, Pearce }, with the motion defeated by Mayor Parker's negative vote. Councilman Hosti asked that Bill Farmer be reminded of the accounting changes City Council requested for the gym fund. As a part of the Manager's Report, Ro Fripp reported on the 1997 budget adjustments currently underway. There was discussion on the part of the Council about the underground tanks that were recently discovered and removed, and several members of Council wanted greater detail about the mitigation process. One question was whether there was a bid procedure before the work was accomplished, and what the environmental guidelines were that had to be satisfied. First Readings of the following ordinances were considered: 2 -2 -5 - Motion by Pearce, 2nd by Remeta, passed by unanimous vote. 2 -2 -7 - Motion by Pearce, second by O'Neill, passed by unanimous vote. 2 -2 -9 - Motion by Pearce, 2nd by Hosti. Read aloud by the attorney at the request of Councilman Youmans; vote was unanimous in favor. 2 -2 -17 - Motion by Pearce, 2nd by Youmans; passed by a vote of 5 - 1, with Councilman O'Neill casting the dissenting vote. 2 -4 -14 - Motion by Pearce, 2nd by Youmans. Councilman Youmans said there used to be no way anyone could build up that kind of time, explaining the study done by Mayor Hosti and the City Council when the US Department of Labor sent a representative and he determined that only 3 jobs were exempt from the Fair Labor Standards Act - the Clerk, the Chief of Police and the City Administrator. Mayor Parker asked the City Attorney to look into the federal law and bring back an update, and Councilman Youmans asked especial attention to be paid to how 1 1 1 exemption from FLSA is determined. By consensus, action on the ordinance was postponed until the research is completed. 4 -3 -10 - Angela Byers explained that this ordinance follows the county ordinance. Motion by O'Neill, seconded by Pearce, passed by unanimous vote. 4 -3 -11 - Motion by O'Neill, second by Pearce, passed without dissent. 4 -3 -12 - Motion by Pearce, second by Merves; vote 5 - 1 with Councilman Youmans casting the dissenting vote. 4 -3 -13 - Motion by Pearce, second by Hosti; vote 5 - 1 with Councilman Youmans casting the dissenting vote. Councilman Remeta asked Angela to look into an emergency permit of $20 or thereabouts. 4 -3 -14 - Motion by Pearce, second by Hosti; vote 4 - 2, with Councilmen Remeta and O'Neill voting against the motion. 4 -3 -15 - Motion by Pearce, second by Merves; unanimous in favor. The meeting was adjourned on motion by Councilman Youmans, seconded by all. Clerk of Council, RBF Mayor Walter W. Parker 1 1 1 TINDOL &COMPANY CERTIFIED PUBLIC ACCOUNTANTS 340 Eisenhower Drive, Suite 1312 Savannah, Georgia 31406 (912) 356.5666 Fax (912) 356 -9941 October 29, 1997 Mr. Walter Parker Mayor City of Tybee Island P.O. Box 128 Tybee Island, Georgia 31328 We are pleased to confirm our understanding of the services we are to provide for the City of Tybee Island for the year ended December 31, 1997. We will audit the general purpose financial statements of the City of Tybee Island, Georgia as of and for the year ended December 31, 1997. Our audit will be made in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States and will include tests of the accounting records of the City of Tybee Island, Georgia and other procedures we consider necessary to enable us to express an unqualified opinion that the general purpose financial statements are fairly presented, in all material respects, in conformity with generally accepted accounting principles. If our opinion is other than unqualified, we will fully discuss the reasons with you in advance. Our procedures will include tests of documentary evidence supporting the transactions recorded in the accounts, and may include tests of the physical existence of inventories, and direct confirmation of receivables and certain other assets and liabilities by correspondence with selected individuals, creditors, and financial institutions. We will request written representations from your attorney as part of the engagement, and he may bill you for responding to this inquiry. At the conclusion of our audit, we will also request certain written representations from you about the financial statements and related matters. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements; therefore, our audit will involve judgment about the number of transactions to be examined and the areas to be tested. Also, we will plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. However, because of the concept of reasonable assurance and because we will not perform a detailed examination of all transactions, there is a risk that material errors, irregularities, or illegal acts, including fraud or defalcations, may exist and not be detected by us. We will advise you, however, of any matters of that nature that come to our attention. Our responsibility as auditor is limited to the period covered by our audit and does not extend to matters that might arise during any later periods for which we are not engaged as auditor. We understand that you will provide us with the basic information required for our audit and that you are responsible for the accuracy and completeness of that information. We will advise you about appropriate accounting principles and their application and will assist in the preparation of your financial statements, but the responsibility for the financial statements remains with you. This responsibility includes the maintenance of adequate records and related internal control structure policies and procedures, the selection and application of accounting principles, and the safeguarding of assets. 1 Our fee for these services will be $10,250 for the year ended December 31, 1997 and a $50 hourly rate for advisory consultations during 1997. This estimate is based on anticipated cooperation from your personnel and the assumption that unexpected circumstances will not be encountered during the audit. If significant additional time is necessary, we will discuss it with you and arrive at a new fee estimate before we incur the additional costs. We also understand that you are considering the preparation of a Comprehensive Annual Financial Report (CAFR) for submission to the Government Finance Officers Association (GFOA) for their certificate of excellence in financial reporting program. Should you decide to prepare a CAFR our fee would increase by $2,500 for a total of $12,750. We appreciate the opportunity to be of service to the City of Tybee Island, Georgia and believe this letter accurately summarizes the significant terms of our engagement. If you have any questions, please let us know. If you agree with the terms of our engagement as described in this letter, please sign the enclosed copy and return it to us. Very truly yours, TINDOL & COMPANY Certified Public Accountants For the irm RESPONSE: This letter rrectly the understanding of the City of Tybee Island, Georgia. By: // i Mr. Walter Parker Title: Mayor Date: / —? 7- 9 9 1 1 Ordinance # 1997 -124 It is hereby ordained by the governing authority of the City of Tybee Island, in open meeting assembled, that the Tybee Island Code of Ordinances, Title 3 Finance and Taxation, Chapter Taxation and Revenue, Section 41 Imposition of Tax be amended to read as follows: 3 -2 -41. IMPOSITION OF TAX There is hereby levied, imposed, in addition to all other taxes of every kind now imposed by local ordinance, state and federal law, a tax to be collected at the rates and in the manner hereinafter set forth upon the sale or charges for any rooms, lodgings or accommodations furnished within the city limits: ( 1) An excise tax upon the furnishing for value to the public of any room or rooms, lodging or accommoda- tions furnished by any person or legal entity licensed by or required to pay business and professional or occupational taxes to the city for operating a hotel, motel, inn, lodge, tourist camp, tourist cabin or any other place in which rooms, lodgings or accommodations are regularly furnished for value. Core ...)6213 ( 2) The rate of taxation shall bete percent (5%)N6MX of the charge to the public for that furnishing; however, the aggregate of the taxes levied upon the sale or charges for any rooms, lodgings or accommodations, shall not exceed seven percent (7 %) of the charge to the public for those furnishings. (ORD. 124; 11/20/97) (3) No such tax shall be levied upon the sale or charges for any rooms, lodgings or accommodations, furnished for a period of more than ten (10) consecutive days to any member of the public or for the use of meeting rooms. (4) No such tax shall be levied upon the fees or charges for any rooms, lodgings, or accommodations furnished for a period of one or more days for use by Georgia State or local government officials or employees when travelling on official business. (Code 1970, Sec. 18 -16) ADOPTED THIS 20th DAY OF NOVEMBER, 1997. ayor Walter W. Parker Clerk of Council 1st Reading: 2nd Reading: November 20, 1997 Enacted: November 20,. 1997 [3 -2 -41 . dit] 1 1 FEB. 146 98 (FR :) 14:25 KAR6MAN, BRooirs CALLAWAY, P. C. 912 238 2767 PACE. 14/23 1N"1'ERC()YYFRNMIrNTA1, CONTRACT (City of Tybee Island) This Intergovernmental Contract, dated as of December 1, 16)97 (this "Contract "), between the tGEORGIA 1N'1'ERNATIONAL AND MARITIME TRADE CENTER AUTHORITY, a public: lxxfy corporate and politic and an instrumentality of the State of Georgia, created under the laws of the State of Georgia (the "Authority ") and the CI'T'Y OF TVIWE ISLAND, a municipal corporation and a political subdivision of the State of (ieDi'gia (the "City "); W11'NESSE'I'II: WHEREAS, the Authority has heen created pursuant to an net of the Georgia General Assembly, Georgia 1.aws 1995, piage 4499, et seq. (the "Act ") as it public corporation and an instrun't.:ntai;ty of the State of Georgia (thc "Slate ") for the purpose of developing and prtrtnot inst for the public: good, the growth of the State's import and export markets and facilitating economic }'.rowIh, public welfare, education and recreal.ion; and WI i KREAS, under the Act, the Authority is :authtwizcd to acquire, constrict ice , erect owe., repair, remodel, tniiintain, add to, emeriti, improve, equip, operate and manage "projecls," which shall he deemed to mean and include huildings and facilities m he used !irr trade shows, conferences, amusements or educational purposes and for f airs, expositions, exhibitions or marketing in connection therewith; and WHEREAS, under the Act, the cost of the acquisition, construction and equipping of ,tmr swear projeet may he paid froin funds of the Authority, the City of Savannah or Chatham County, Georgia (the "County "), and from any grant of funds from the State crf (.ieorgia, its departments, agencies or atttfxwhies or from the United States or any agency or instrumentality 111ttreof ; tilt(! WHEREAS, tinder the Act, the Authority is I'urt.her authorized to enter inter contracts arid leases with the Stale or any politicai subdivision thereof end any and all rcr;;otls, firms and corporations, and to execute all instruments necessary or convenient, including, contra,!, for the acquisition and construction of projects and iease,s of prole is or contracts with rest:, :t to the use and management of projects which i1 uses to be erected Or acquired; and WHEREAS, under the Ac'., the Authority is further authorized to acquire and construct any project on any lands the title to which shall then he in the County, the (Wily or any other municipality in the County, and the governing authority or body of the ('ounty, the City or any of the said other municipaliti(.s is authorized to convey title to such lands to the Authority upon the receipt of' such lawful consideration as may he determined by the parties to such conveyance; and WHEREAS, after careful study and investigation, the City and the Authority have determined that the acquisition, construction and operation of an international IlTht'il'Ii11C trade center (the "'Trade (:enter ") together with related buildings and facilities useful or desirable in FEB. 06 98 (FR:) 10:26 ICAR9MAN, BROOKS & CALLAWAY, P. C. 912 238 2767 PAGE. 11/23 connection therewith for the use and benefit of the residents of the County, the City, the ecru tal area of (Georgia and the State is in the hest interests of said entities; and WIHsREAS, by referendum) held in the County on June 15, 1993 a majority of the qualified voters voting in said referendum approved the imposition of at one percent sales and Ilse tax iu the County, with it portion of the proceeds oI' such tax having, been designated to be used, together with a grant ()I' certain funds by the State, to ;require, construct and equip the 'i'rade ('enter; and Wi11EREAS, tile. (City has determined that the hest method of proviclintt for the management and operation of the 'Trade Center would he for the Authority to acquire the Trade ('enter front 111e (;aunty upon its completion and to operate the saute as rt public facility, all for the benefit of the residents of the County, 111e city, the coastal area of Georgia and the State as afores aid; and W11 EREAS, pursuant to O.C.G.A. § 48-13 51(0(3.2), the County (within the tc'rrilorirtl limits of the :,pecial district located within the County), the City and the other municipalities within the County, are authc)rir.ed u) levy and c;ollcet within the boundaries of said special district of the (:'ounty and within the boundaries of said municipalities, respectively, an excise tax upon the furnishing for value of public accommodations at the rate of six percent. 01' the charge to the public for such furnishing (the "lfotel /Motel Tax''); and WHEREAS, pur uanl to ().C.G.A. § 41+ 1:3 51(0)(:3.2), the County or a municipality levying the !kid/Motel Tax shall expend in each fiscal year during which the !fowl/Motel Tax is collected an amount equal to 1(.2/3 percent of the Hotel /Motel Tax for the purpose 01' either marketing or operating track and convention facilities (hereinafter re=let'rcd to as the "Trade Center Tax "). Pursuant 10 O.('.(. ,A. § 48- 13.5J(a)(3.2), marketing and operating expenditures may nu.lnde it lyre - opening marketing program for snc:h a facility and an escrow account , o. 'itec! prior to ctpcnins�, such taeilily I() cover operating expenses to be incurred after the topening, of such a facility; and WHEREAS, the City, pursuant to an ordinance duly adopted, has levied the 1Iotel /Motc:f 'fax at the: rate or six percent and has authorized the expenditure of the 'Trade Center 'Fax in accordance with the provisions of O.C.G.A. § 45 -15 51(0)(3.2) as set forth above, and N'Iih,REAS, the (City wishes to enter into this Contract with the Authority for the pcn-hose of providing for the operation and management of the Trade (;enter by the Authority, with the 'Pratte Centex Tax collected by the City to he paid to the Authority by the City in consideration li)r such operation and management; NOW, '1'111.aiIj I )RI , in order to provide for the terms and conditions of operation and management of the 'Trade (.'e rater upon campletiom of the same, the. (City and the Authority agree as follows; 2 1 FEB. 06 ' 99 (FR I) 10:27 KARSMAN, BROOKS & CALLAWAY, P. C. 912 238 2767 PAGE. 12/23 ARTICLE I ACQUiSITiON AND CONSTRUCTION OF TRADE CENTER; OPERATION; TERM; TAX YAYMEN'I'S Section 1..1 Acquisition and Construction of the Trade Center. Pursuant ui ari intergovernmental lease agreement (the "Lease "), dated as of December 20, 199(, between the County and the Authority, the County has agreed to acquire, construct and equip the 'Tr'ade Center and has aged, upon completion al' U1( saute (the "Completion Date "), to prise the 'Trade Center to the Authority in consideration fir the Authority's agreement to operate, manage and maintain the 't'r'ade Center, pursuant to and in accordance with the terms of the Lease. The ('r tnpletiori Date shall be evidenced by a written certification ol'completion of the Trade Center by an authorized representative of the County. Section 1.2 Marketing, Operation and Malta m t of the Trade 1:cnter. The Autfitwit), hereby agrees as follows; (ii) upon execution cit' this Ctnitract, to undertake the pre- marketing responsibilities for the 't'r'ade Center, including, as necessary, the hiring, of personnel ;nicl!or contracting with others for the purpose of providing the required pre-opening promotion of. the 'Trade Center and other pre opening services; and (h) from and :•it`ter the Completion Date and during the remaining tet'ni of the I,eatse, to operate, manage and maintain the 'I rude Center for the Purpose'of developing and promoting for the public good, the growth of the State's import and export markets and facilitating economic growth, public• wellai' . education and recreation. The 'Trade Canter- shall he used fin trade shc.iws, conferences, amusements or educational purposes and for lairs, expositions, exhibitions or marketing in connection therewith, alt rot tite use and benefit of the residents of the County, the City, the coastal area or Georgia and the State. The Authority hereby agrees 1'o operate, menage. and maintain the Trade Center in consideration of the payments to he received from the City as set forth in Seei un 1.4 hereof. and In ac:eurctanec with the provisions of this Contract. From said payments. from r&'venners to he received front llie County and any other municipalities within the County which levy the 1 hxe'l /Motel Fax and contract with the Authority for payment of the 'Trade Center Tax iii the Authority, and from operating revenues of the 'Trade (:enter, the Authority dealt pay sir cause to he paid the reasonable and necessary costs of operating, maintaining and repairing the Trade ('enter, including salaries, wages, employee benefits, the payment nl'any contra-oaf obligations ineenrrod pertaining to the operation and management of the Trade Center, cost of materials and supplies, rentals of leased property, real or personal, insurance prcnliunts, legal fees, audit fees, any incidental) expenses of the Authority and such other charges as may properly Iv.! made for the purposes or operating, maintaining and repairing the Trade ('enter 111 accordance Wit!; Sound hLI sine ':`: practice. y' 'titian 1.3 F,i',,xa.ivt 1):1115. oI the chic hereof and shall expire on following its c:ompletioii, the Trade authorized by the Act. 'I'tiis Contract the pariea hereto. f)uratiun ofTerm. This Contract s11811 he effective as the earlier of L)e.:ce,nher I, 2(X)0, or the date on which, Center will no longer he operated for the purposes may he renewed prior lo Its expiratum by agreement of _3_ 1 1 1 FEB. 06 ' 96 (FRI) 10 26 KARSMAN, BROOKS & CALLA %AY, P.C. 912 236 2767 PAGE. 13/23 Section 1.4 Th1.cic enttr.Tlx I ?yments. Upon execution of this (.'ontract, the City agrees to pay to the Authority all ()I' the Trade (.'enter 'Fax theretofore collected by the City and, dut'ittg the remaining term of this Contract, to pay to Ihc: Authority by the 20111 day of each calendar month, beginning in the month of January, 1998, all of the Trade Center Tax collected since th(: preceding month. The City may make the Trade Center 'Fax payments rc.(tuireci hereunder- from any (awfully available funds and may make additional payments i'rorn link to line as determined in the sole discretion of the (City, whieli it deems ICr he necessary or desirable in connection with the 'Trade (enter. Section' 1.5 No Impairment of Talc During, the term ol'this Contract, the ('aty shall neither cease to levy and collect, nor reduce the rale of, the 1Iotcl /Motel Tax in any minute'. that will impair the payments to be made to tlic Authority pursuant 10 Section 1,4 hereof. Section 1.6 Enforcement of Obligations. 'i'he obligation of the City to make the Trade Center 'Fax payments under ,Section 1.4 may be enforced by the Authority by specific performance; it being acknowledged and agreed by the Authority and the City that no other ren :eLly a1 law is a(Ie(Iuale to protect the interests of the parties hereto. ARTICLE 11 tii'lXIAL COVENANTS ANiD AGREEMENTS 011"111E AU'1'IIORt'I'Y The Authority hereby covenants and agrees with the C.'iIy as fi)llows: Section 2.1 Aimuall Report. The Authority Shall prepare and submit to the City and the Chatham County dcle}ration or the Georgia General Assembly an annual report at the end uf' e a►clt fiscal year of calendar year of the Authority outlining the work of the Authority. shall pt;ivi(ie for an annual independt;nl audit of income and expenditure and shall furnish a ::opv uhf the saute to each such body. Section 2.2 kinanriatl Information. The Authority shall furnish to the City, upon request, any monthly finaueial statements prepared by the Authority's staff' fit' presentation to 11: Authority. !f requested, the Authority will furnish to the City unaudited monthly t'inanciai tatcmcnls showing income and expenses of the /Authority in reasonable detail. Section 2.3 Nooks and Records. The Authority covenants that it will keep accurate records and accounts of all items or cosi and expenditure relating to the 'trader Center anti all 1'CVC1tUCS collected and the application thereof. the City acid its agents, accountants, attorneys. eqinccrs, experts and r(:presentatives shall have the right, at reasonable times and upon reasonable notice, In inspect all hooks and records of the Authority, or in the Authority's Possession. relating lo the 'Trade Center. 4 1 FEB. 06 • 98 t °RI) 10:28 KARSMAN, BROOKS 84 CALLAWAY, P. C. 912 258 2757 PAGE. 14/23 Section 2.4 Access to the Project. The; Authority agrees that the City and its duly authorized agents, ticeounlanls, attorneys, engineers, experts and representatives stroll have tite right to inspect the 'Trade Center at all reasonable times and on reasonable notice. ARTICLE 111 SPECIAL COVENANTS OF THE CITY The City COYellarlts and agrees with thc Authority as follows: tit coon 3.1 Collection ol'Taws. The City shall levy and collect the !Iota /Motel Tax at a rale of six percent anal, from the proceeds thereof, retake the 'Trade Center 'nix payments required its set limit herein for and during thc Min of this Contract. Section 3.2 Records Regarding Tax Payments. 'file City shall furnish the Authority with a monthly written Statement, on or before the date the Trade tenter 'fax payments are due:. of they amount of each 'Trade Center Tax payment to be made by the City. Upon the request of the Authority, the City shall furnish to the Authority copies of all hooks and records of the City Pertaininto, lo the:. levy and collection of the .11otel /Mute Tax and related Trade Center Tax payments. ARTICLE IV MISCELLANEOUS Section 4.1 Independent Contractor. In performing this Clonlr:tct, the Authority is acting as an independent contractor. The City shall not have aiiy power to control the means, methods or Techniques by whielt the Authority undertakes the activities coraenrltiaied herein. excerpt as may he otherwise expressly provided. Section 4.2 Limited Liability. The financial liability of the Authority for failure ti► perform any of its obligations under this Contract shall be limited to the Authortty's interest in the Trade Center and in the revenues of the Trade Center, The. financial liability of the. City for failure to perl'i►rm any of its obligations under this Contract snail be limited to the interest of the City in the 'Trade Center Tax. Section 4,3 Nei Interest. for County, By virtue of this Contract, except as otherwise set forth herein, !Ire City shall not have or hereafter acquire any legal urcqui'ahlc interest or any nature in, under or to (i) the leases, licenses, contracts, accounts or other intan)'ilrle rights Or obligations acquired or incurred by the Authority in connection with the oporatic,n and management of the Trade Center, or (ii) the operating revenues of the 'Trade (.'enter. - 5 - FEB. 06 ' 98 (FR :) 1 0 29 KARSMAN, Brsooxs $t CALLAWAY, P. C. 912 238 2767 PAGE. 15/23 Section 4.4 No Third Party 1 eucliciaries. Nothing in this Contract is intended or shall be deemed to confer any inter, st in this Contract or benefit to persons not parties hereto. No obligation unposed on any party under t.his (.'nntract is imposed for the benefit or with the intent to percent eiirweement by anyone who is not a party to this Contract. Section 4.5 Entire Agreement° Amendments. 'i'his C':11traet etuauiins the entire agreement of the city and the Authority relating to the matters covered hy this Contract. No representation, promise or understanding has heen made, and no collateral aftteei :Tent, stipulation or undertaking exists, which will have any fOree and effect with respect to the natters covered hy this C'ontr'tict except as set Mirth herein. No amendmeni, modification, release, discharge or waiver of the provisions of this Contract shall he of any force, value or cffi :e:t unless it is in writini', and is duly authorized and executed by the Authority and the City. Section 4.6 Notices. All notices, certificates or other communications hereunder shall he sufficiently }liven and shall be deemed }given when mailed by registered or c:ertitied mail, return receipt requested, postage prepaid to the parties hereto at the following addresses or such other address designated by such party in writing: I f to the Authority: 1t'to the City: Georgia international ;Inc! Maritime Trade ('enter P.O. Box 14111 Savannah, Georgia 31416 City of'fybee Island City Hall P.O. Box 2749 Tybee. Island, Georgia 31328 Attention: Mayor Section 4.7 l$inditpg Effect, This Contract shall inure to the benclit of and shall he hniding.. upon the Authority and the City and their respective successors and assigns. Section 4,8 Severahility If any provision of this Contract shall he held invalid or unenforceable by any court of competent jurisdiction. such holding shall not invalidate tyr ren '_r- unenforceable any other provision hereof. Section 4,9 (.m%nttiou CQYlfte_rjrarts, This Contract may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute. Kul one and the same ilasl.run;e:nt, Section 4.14 �a tipns. The captions aitd headings in this f-'ontra.;:1 art' fur convenience only and in no way define, limit or describe the scope or intent of any provisions of this Contract, 1 -o. Q0 70 (rxt J :0:30 KAR$4AN, BROOKS & CALLAWAY, P. C. 912 238 2767 PAGE. 16/23 ,Section 4.11 Law Governing Contract. This ('contract shall he p.ovet'ncd lay, and construed in accordance with the laws of the State of Georgia. IN WITNESS WIIERE()F, the Authority and the City hseve Q.:l ased this Iniery,overnmental Contract to he executed by their duly authorized officers in their respective corporate names and their respective corporate seals to he hereunto affixed and attested, all as of the dale first above written. (('(',rlxrrale: Seel) (('of rate Seal; 1 C'EORCllA 1NTIiR NATI()NAI. ANI) MARITIME 'I'KAL)I: CENTER AUTIIORITY Iiy• Chairman Attest Secretary C :1'l'Y OF TYI3EE ISLAND Attest: (Jerk