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( Item 17 snussBs REPORI * It * :k % Meeting Date: General Plan Element: General Plan Goal: May 19,2026 Character & Design Build upon the significant role the arts have played in shaping our community's image and lifestyle by maximizing the potential of public art to enrich the daily lives of people that live in or visit Scottsdale. ACTION Amendment to the Management Service Agreement with Scottsdale Museum of the West Adopt Resolution No. 13614, authorizing Museum Management Agreement Contract No. 2021-088- COS-A2 with Scottsdale Museum of the West, Inc. Board of Trustees, which amends the Agreement to add a City Council member nominated by the Mayor and approved by a majority vote of City Council to the Scottsdale Museum of the West, Inc. Board of Trustees. BACKGROUND The purpose of this action is to add a city council member to the Scottsdale Museum of the West Board of Trustees. Scottsdale Museum of the West is a great community asset being our city's western anchor of Scottsdale's Arts District. Scottsdale Museum of the West opened on January 15, 2015. Since February 2013, the city has maintained a Museum Management Agreement between the City of Scottsdale and Scottsdale Museum of the West, Inc., a non-profit organization that provides management services for the museum in the city's facilities. On September 19, 2021, City Council adopted contract no. 2021-088-COS-A1 amending the management services between the City of Scottsdale and Scottsdale Museum of the West Inc. to address items related to the museum expansion and cost. ANALYSIS & ASSESSMENT This amendment to the Museum Management Agreement is administrative in nature and limited to governance modifications. The existing Management Agreement, as amended in 2023, retnains in full force and effect, except as specifically modified by this arnendment. The term of the existing agreement runs through July 1, 2028. Action Taken. City Council Report | Amendment to the Management Service Agreement with Scottsdale Museum of the West This action does not modify the term of the agreement, extend its duration, or introduce new financial commitments. All operational, financial, and performance obligations remain unchanged. The amendment formalizes City representation on the Scottsdale Museum of the West, Inc. Board of Trustees by requiring that one voting member be a sitting City Councilmember nominated by the Mayor and approved by a majority of City Council. This position counts toward the City's existing authority to appoint up to fifteen percent (15%) of the Board's voting membership. This modification enhances transparency and coordination between the City and its nonprofit partner while maintaining the established public-private partnership model. The amendment does not alter fiduciary responsibilities, operational control, or indemnification provisions. Resolution No. 13614 authorizes execution of this amendment and reflects Council's policy direction to increase municipal representation in the governance of key cultural institutions. The amendment is a targeted governance update with no fiscal impact and no change to the core terms of the agreement. RESOURCE IMPACTS Available Funding No funding is required because of this action. Staffing, Workload Impact No additional staffing or other resources are expected because of this action. OPTIONS & STAFF RECOMMENDATION Adopt Resolution No. 13614 authorizing agreement No. 2021-088-COS-A2 with Scottsdale Museum of the West Inc. RESPONSIBLE DEPARTMENT(S) Tourism & Events Department STAFF CONTACT Kevin Burke, Senior Director Economic Development & Tourism, kburke^scottsdaleaz.gov Page 2 of 3 City Council Report | Amendment to the Management Service Agreement with Scottsdale Museum of the West APPROVED BY Kevin Burke, Senior Director Economic Development & Tourism Date 480-312-2533, kburke(5)scottsdaleaz.gov Scott Selin, Budget Director Date (For Financial Policies Compliance and Budget Appropriation) 480-312-2603, sselin(a)scottsdaleaz.gov Judy Boyle, De 480-M222691, le, Dec uty C uty Lity ivKanager Dovla(5)sco\tsdaleaz.eov Date Gi^'Catfon, City Manager 480-31217759, Rcaton@scottsdaleaz.gov Date ATTACHMENTS 1. Resolution No. 13614 2. Agreement No. 2021-088-COS-A2 Page 3 of 3 RESOLUTION NO. 13614 A RESOLUTION OF THE COUNCIL OF THE CITY OF SCOTTSDALE, MARICOPA COUNTY, ARIZONA, AUTHORIZING A MUSEUM MANAGEMENT AGREEMENT CONTRACT NO. 2021-088-COS-A2 WITH SCOTTSDALE MUSEUM OF THE WEST INC., WHICH AMENDS THE AGREEMENT TO ADD A CITY COUNCIL MEMBER NOMINATED BY THE MAYOR AND APPROVED BY A MAJORITY VOTE OF CITY COUNCIL TO THE SCOTTSDALE MUSEUM OF THE WEST, INC. BOARD OF TRUSTEES. WHEREAS, the City wishes to enter into an Amended Museum Management Agreement Contract No. 2021-088-COS-A2 with Scottsdale Museum of the West, Inc., which amends the Agreement to add a City Councilmember nominated by the Mayor and approved by a majority vote of the City Council to the Scottsdale Museum of the West, Inc. Board of Trustees, and make other conforming changes. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Scottsdale, Arizona, as follows: Section 1. The City Council authorizes and directs the Mayor to execute, on behalf of the City, Contract No. 2021-088-COS-A2 with Scottsdale Museum of the West, Inc. PASSED AND ADOPTED by the City Council of the City of Scottsdale, Arizona this day of____________ 2026. ATTEST: CITY OF SCOTTSDALE, an Arizona municipal corporation Ben Lane, City Clerk Lisa Borowsky, Mayor APPROVED AS TO FORM: ^s t. sanfa^fe, Intbfim City Attorney By: William Hj^n, Deputy City Attorney 18927602 Attachment 1 Page 1 of 1 Contract No. 2021-088-GOS-A2 (Resolution No. 13614) SECOND AMENDED MUSEUM MANAGEMENT AGREEMENT THIS SECOND AMENDED MUSEUM MANAGEMENT AGREEMENT (the “Agreemenr) is made this_____day of_______________ . 20__ , by and between the City of Scottsdale, an Arizona municipal corporation (“City”), and Scottsdale Museum of the West, Inc., an Arizona non profit corporation (“Manager”). RECITALS REGARDING SECOND AMENDED AGREEMENT A. In 2021, Parties entered Contract No. 2021-088-COS (the “Management Agreement”) for management of Scottsdale’s Museum of the West (the “Facility”), which was subsequently amended in 2023 (2021-088-COS-A1). B. The Parties agree to amend the Management Agreement to add a City Councilmember to the Scottsdale Museum of the West, Inc.’s Board of Trustees and make minor clerical changes. TERMS 1. Subsection 1.1.1 of the Management Agreement defining City-owned facilities is amended to read; The Scottsdale’s Museum of the West and the exterior Plaza, which is located at 3830 N Marshall Way, Scottsdale, Arizona, excepting those portions of the premises occupied from time to time by the City. 2. Subsection 1.3 is amended to replace the reference to “SMOW’ with “City-owned Facilities.” 3. All references to “Scottsdale Museum of the West” are hereby replaced by “Scottsdale’s Museum of the West.” 4. Subsection 5.18 is amended to read; Board Members; City Council Representative. City shall have the right from time to time to appoint and replace at City’s pleasure board members representing up to fifteen percent (15%), but a minimum of two (2), of the voting members on Manager’s governing board. Manager shall provide to such persons appointed by City such errors and omissions insurance and other protections as City or such persons may reasonably request, and in any event not less protection than is provided to any other members of Manager’s board or any employee of Manager. City is not responsible for the actions or inaction of board members City may appoint. Manager shall obtain bonds covering such persons. One of the voting members of the Manager’s governing board shall be a member of the Scottsdale City Council nominated by the Mayor and approved by a majority vote of City Council. Such member shall count toward the 15% allowed to be appointed by the City under this subsection 5.18. 4. All provisions of the Management Agreement remain unchanged except to the extent specifically amended hereby. 18895860 Page 1 of 2 Attachment 2 Contract No. 2021-088-COS-A2 EXECUTED as of the date first given above. MANAGER; SCOTTSDAt^USEUM OF THE WEST, INC., an Arizona non-profit corporatiqr; CITY: ATTEST; By: ts; CITY OF SCOTTSDALE, an Arizona municipal corporation By; ____________________ Lisa Borowsky, Mayor Ben Lane, City Clerk APPROVED AS TO FORM: 'EiJis E.'Santaella,^terim clj^ Attorney By: Willia^^^^ei^^^ty City Attorney Kevin Blirke Senior Director Economic Development and Tourism 18895860 Page 2 of 2 Contract No. 2021-088-COS-A2