Resolution 2994 - Authorizes Acceptance of Conrad MansionRESOLUTION NO. 2994
A RESOLUTION TO AUTHORIZE ACCEPTANCE OF THE CONRAD MANSION BY THE
CITY OF KALISPELL AND AGREE TO OPERATION AGREEMENT.
BE IT RESOLVED BY THE CITY COUNCIL that the City does accept the
property known as the Conrad Mansion, more particularly described
as Lots 1, 2, 3, 4, 5, and 6 of Block 195, Kalispell Townsite
Company's Addition No. 2 to Kalispell, Montana, according to the
map or plat on file and of record in the office of the Clerk and
Recorder, Flathead County, Montana, under the terms of the Agree-
ment as proposed to the City by Mrs. Alicia Conrad Campbell attached
hereto as Exhibit "I" and by this reference made a part hereof. "
The Mayor is hereby authorized to forthwith execute said Agreement
on behalf of the City. The Mayor is further authorized and directed
to perform those acts necessary to carry out the City's obligations
under said Agreement.
PASSED AND ADOPTED BY THE CITY OF KALISPELL THIS llth DAY OF
Laurence 0. Bj�rn�y, Mayor
"EXHIBIT A"
Lots 1 to 6 inclusive of Block 195 of Kalispell Addition No. 2,
according to the map or plat thereof, on file and of record in
the office of the Clerk and Recorder, Flathead County, Montana.
(Legal descripti9dof Mansion
1, the undersigned, City Clerk of the Cit)�,�'f Kalispell, 1.hereby�ejht!fy that the fore.
going Is a true and correct copy of the,,resqlution duly. passed I city council of
the City of Kalispell, Montana, at a rp'. to December 11, 1974
�gu 0 meeting onh
ty
AGREEMEN�
0 C-/
THIS AGREEMENT, made and entered into this 7, ( day of
lkzilll��4�1 r1LV,1 1974, by and betwee n the CITY OF KALISPELL, Montana,
a 111unicipal cor[)oration, hereinafter referred to as "CITY", and
ALICIA CONRAD CAMPBELL of Missoula, Montana, hereinafter referred
to as "MRS. CAMPBELLO-P
W I T N E S S E T H:
WHEREAS, MRS. CAMPBELL is the owner of the real property
described in Exhibit "A" attached hereto and by this reference made
a part of this Agreement, and commonly referred to as "THE CONRAD
MANSION"; and,
WHEREAS, the Conrad Ma nsion possesses great historical signific-
ance to the residents of the City of Kalispell, Flathead County, the
State of Montana, and the nation, and is one of the few remaining
homes that depicts the way of life that existed for one,strata of
Montana society'at the turn of the century; and,
WHEREAS, the Conrad mansion is a home of unique beauty and
worthy of preservation for the edification and education of the
young people of this nation; and,
WHEREAS, MRS. CAMPBELL has dreamed of establishing the Mansion
Is a memorial to her parents to pay tribute to their efgorts and
Zoresight in converting a raw westtr�,194i�ttlement inio a(Icommunitv
if physical beauty and cultural advantagei4ar above the normal; and,
WHEREAS, by a letter of intent dated November'16, 1973, a copy
of which is attached hereto as Exhibit "D", MRS. CAMP13ELL signified
her intention to give said mansion to the CITY as a memorial to her
parents; and thereafter, and in reliance upon such letter of intention,
the CITY did, make certain improvements on said premises and its
contents and expend thereon for such purposes the sum of approximately
$15,000.00; and
I WHEREAS, after continued negotiations, the parties have now
agreed upon the terms of such gift for preserving this historical
property for the benefit of Coming generations, which terms are'
embodied -in this Agreement,
NOW THEREFORE, in consideration of the mutual covenants herein
contained, it is hereby agreed between the parties an followst
t. MRS. CAMPBLI.I. hereby agrees to give and donato to tho CITY,
in memory of her parents, Charles Edward Conrad and Alicia Davennort
Conrad, the real property described in Exhibit "A" attached hereto
and by thi;'reference made a part of this Agreement, and CITY agrees
to accept said gift on the terms and conditions hereinafter set forth.
2. The CITY agrees to take and hold title to said property in
the name of the CITY for the public uses and purposes herein stated.
3. The CITY,agrees that said property shall be used only as a
public museum and that the repair and restoration, maintenance and
operation thereof will be supervised and governed by a board, to be
known as "The Conrad Mansion Directors", hereinafter -called "BOARD".
The members thereof are to be named and appointed and to operate the
Mansion as hereinafter stated. The CITY further agrees that MRS.
CAKPBELL, for the period of her lifetime, may occupy, for her personal
Use, an apartment consisting of two (2) rooms, bath and kitchenette,
in the northwest corner of the ground floor of the Conrad Mansion.
Except for restoration of plaster and floors, which would have to be
done in any case, MRS. CAMPBELL shall pay all costs of restoration,
renovation and remodeling for said apartment, title to which shall
vast in the CITY upon the death of MRS. CAMPBELL.
4. The CITY agrees that it.will provide the sum of Thirt y-Five
Thousand Dollars (635,000.00), which sum shall be placed in a special
fund with the City Treasurer to be disbursed and spent only in the
following manners
At such tinte, and from time to timn, as the BOARD shall, by
its own efforts, raise money for said museum, the CITY at the
request of the BOARD, shall disburse from said special fund
amounts equal to the amounts raised by the BOARD, all of which
City funds and matching monies sha ' 11 be spent only for capital
repairs and improvements to the Mansion.
The CITY agrees that if all of said sum has not been used in
the i;axablo year in which it was r.aiscd, that it will carry
said funds forward to the following taxable year or years for
use for.the same purposes and in the samo manner.
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5. It is agreed that, after making provision for said sum
of Thirty-Fivc Thousand Dollars ($35,000.00) above mention(..d, the
CITY will have no further obligation for the capital repair and
improvements or.restoration, maintenance and operation of said
property Sks a museum or in any other use, but that such further
repair, restoration, maintenance and operation shall be the obliga-
tion of the BOARD with funding provided by the BOARD. It is further
agreed that all donations for the benefit of the Mansion shall be
taken in the name of the CITY and placed in a special fund available
for use for any and all purposes of the repair, restoration, main-
tenance, operation and furnishing of the Mansion. The CITY agrees
that it will disburse such funds for any and all of such purposes
upon the request and,direction of the BOARD, which disbursements
shall be made within ten days after receipt by the CITY of written
request from the BOARD for such disbursement.
6. The CITY agrees that any donations, gifts, grants, bequests
or endowments from any pource which accrue to the mentioned museum
project shall be deemed to be funds raised by the BOARD and shall not
be considered as "City Funds" in the matching funds agreement above.
.7. The CI'iY agrees to use said property solely as a public
museum. In the event that the Conrad Mansion is destroyed by fire
or other natural catastrophe, or future events render it unfeasible
to use said property as a museum, or if MRS. CAMPBELL shall fail
to give to the CITY the furniture as herein agreed upon, then the
BOARD, with 'the consent of the CITY, may devote such property to Some
other public service or use. But if the BOARD and t1ho CITY are
unablp to agree upon such another use, then all of said property
Khall be sold at public auction, or be, sold in a manner approved by
the then Judge of Department One of the Eleventh Judicial District
of the state of Montana, in and for the County of Flathead, and the
proceeds of such sale, after deducting all costs and the payment qf
ull. obligations, shall be used for the benefit of the children of
the City of Kalispell, by the construction of some permanent recrea-
mm
tional facility dedicated to the memory of Charles Edward Conrad
and Alicia Davenport Conrad.
S. MRS. CAMPBELL agrees to give to the CITY for use in the
museum the furniture listed on Exhibit "BOO hereto attached and
by this reference made a part hereof, upon the express condition
that the real property described herein is used for an operational
public museum within a period of five (5) years from the date hereof.
In the event said property in not operated as a museum within said
five (5) year period, or ceases to be so operated within fifteen (15)
Fears from the date hereof, the personal property described in
�xhibit "B" shall revert to MRS. CAMPBELL, her heirs or assigns.
rhe furnishings and furniture shall be insured by the CITY in an
amount reasonably agreeable with the value thereof.
9. In addition to the property herein described on Exhibit "A",
MRS. CAMPBELL owns land directly across woodland Avenue described on
Exhibit "C" hereto attached. If said property is sold, the CITY shall
have the first right topurchase said property at the same price and
conditions of any bona fide offer. The exercise of this right shall
be by written notice to MRS. CAMPBELL , or the executor or administrator
of the estate of MRS. CAMPBELLp within thirty (30) days after the CITY
has received written notice of such offer. Within thirty (30) days
following notification of MRS. CAMPBELL by the CITY that it intonds
to purchase the property, MRS. CAMPBELL or the executor or administrator
of the estate of MRS. CAMPBELL shall cause to be delivered to the CITY
a title insurance polciy commitment showing good and merchantable title
to said property to be vested in MRS CAMPBELL or the estate of MRS.
CAMPBELL. If said title is merchantable, then MRS. CAMPBELL or her
executor or administrator and the CITY -shall take such steps -as may
be nacessary to have the sala accomplished or to have the sale approved
by the Coirt in which the estate of MRS. CAMPBELL is being probated.
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10. MRS. CAMPBELL agrees that, if in the opinion of the
BOARD and the CITY, it becomes more feasible and convenient to
oparate the property as a museum under the ownership of Flathead
County, Montana, or the State of Montana or the United States, then
e
at the request of the BOARD,.the CITY shall transfer title to the
whole of said property to Flathead County, or the State of Montana
or the United States, as the case may be,'but only upon the con-
dition that it be,operated and disposed of within the terms of
this Agreement.
ll.' it is agreed that the museum shall be known as *THE C014RAD
MANSION HISTORIC SITE" and its restoration and operation will be
governed solely by a board of diroctors consisting of nine pernons
Lo be known as "TIJE CONRAD MANSION DIRECTORS". All board members,
except the initial board, shall serve a term of four years from the
date of their appointment. Four members of the BOARD shall be
appointed by the Mayor.of the City of Kalispell with the advise
and consent of the Kalispeil City Council, or, if title to the
Mansion is later vested in another entity as provided in Paragraph
10 hereof, then thereafter such other entity shall apoint two members
of the BOARD and the Mayor of the City of Kalispell shall therafter
appoint only two members to the BOARD; one board member shall be
appointed by the President of the Flathead Valley Community College;
onu board member shall be appointed by the President of the University
of Montana; two board members shall be appointed by the Board of
County Commissioners of Flathead Countyf:,kiontana. In order to stagger
u expiration dates of the appointments to be made and so that all
,af the directors' terms will not expire in any one year, the first
term of one of the directors appointed by-tho CITY shall expire four
vt,ars from the date of appointment; the first term of one of the
---ctors appointed by the CITY Shall expire three years from the
,of appointment; the first term of one of tho directors appointed
ho CITY shall expire two years from the date of appointment;
first term of one of the directors appointed by tho,CITY shall
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expire ono yoor from the date of appointment. Tho first term of
the director appointed by the President of Flathead Valley Community
College shall expire one year from the date of appointment. The
first termoof the director appointed by the President of the Univ-
ersity of Montana shall expire four years from the date of appoint-
ment. The first term.of one of the directors appointed by said
Board of County Commissioners shall expire four_years from the
date of appointment and the first term of one of the directors
appointed by said Board of County Commissioners shall'expire one
year from the date of appointment.
The remaining board member known as "The Family Member" shall
be appointed by MRS. CAMPBELL and said Family Member shall serve
until replaced by MRS. CAMPBELL or, upon her death, until his
death or resignation. Said member, or his personal representative,
after the death of MRS. CAMPBELL, may appoint his own successor
Family Member. In the event MRS. CAMPBELL, or said Family Member,
as the case may be, fails to appoint a successor Family Member
within six (6) months of his resignation or his death, the Ralispell
city council or.entity holding title, shall appoint such Family
Member. It is further,agreed that any blood relative of MRS.
CAMPBELL may attend meetings of the BOARD at any time as an ex
officio member without vote.
12. Members of the BOARD shall be appointed by the respective
appointing authorities within sixty (6'0) days after the date of this
Agreement and each appointing authori'ty shall be mailed a copy of
this Agreement within five (5) days after its execution. Replace-
mant board members shall be appointed by such respective authorities
within sixty (60) days of tho death or resignation or expiration'
of the term of office of a board member.
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13. it is understood and agreed that so long as the museum
is operated as a public museum to the memory of the parents of
MRS. CAMPBELL, that its basic design shall not be changed.
14. The BOARD, within ten (10) days after its appointment,
Shall organize and elect its officers. The BOARD also shall adopt
By -Laws for the operation of the museum and may incorporate as a
private corporation, foundation or in such other manner as the BOARD
shall determine to be most efficient.
15. It is agreed that tho rock -wall presently surroundinq
the mansion shall not be removed, altared, or destroyed, EXCEPT,
it is agreed that maintenance work may be performed upon the structure.
16. This Agreement may be amended by the mutual consent of
the entity holding title, acting by and through its duly authorized
officers, and the Family Member of the board of directors, or, in
the event there ceases to be a "Family Member" on the board of
directors, this Agreement shall not be subject to further amendment.
IN dNES:SIW EREOF, the paxties hereto have set their hands and
a d
se,).ks �the y d year �rst her)inabove written.
AT T?,:T�_—_
ALICIA CONRAD CAMPBELL
WITNESS:
r')
A-
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EXHIBIT �"V`
NoVembOr'. 16 19 73,
63 5. Woodf ord.
missoulat Mofitain`al.�_5.9801
TO
and
"'La - urencer�:G.'2 Bjorne . by
T 0 T. e Honorable...
and!"
TO e city, Co un ci 1. of the: Ci ty of Kalispell
f intent 't 6 6 to
This� lett6i7IJis4to con i rm m c nvey,
y
con� rad mansion, whi 6h proper y
=3�:.cf Rallisp t 'is"
A
�legally.'�.'..-de'scribed�:68,�Lot6.� 1, through 6, inclusive, of�Blo6k.'
of Towns ite: company s Addi ion No. '2,,to �'Kalispellrj��,
moxitana a ccording to. the plat,thereof'on file and of 'record
in',the.11office :of tho:., Clerk and Recorder of..Plathead County,'
Montan'a'6,���7,,'I:,ai�:zn'akihg this gift to the City with the,hope that
itl.*ill,�'serve� the'dity, � (and Montana and, the Nation) as a
f
nonwnent� to, my ratlie�r " C'�E. Conrad, and'of that period'o
Kalispell' and Montana hi;.tory� in which he lived*:� -The'Conrad
unsion Museum wiii,�fulfill that purpos
e.,
'ke this'�gift�to the City of Kalispell s
1'. sha 11. 'ma
:ho'serpurposes may be'attained, but the gift willbe subject,
66,,,.,.'certain. conditions' which.i should in�no wise interfere with','.
your,development�',and operation of the museum--:The,conditions'
sh.iL.to,1_ 1mPose:are';two-fold:-. Pirst .�.to, enhance. the erpetuat,ioh
ofth'6',�Museum and�its:purposes; second, to, provide,'. in.:the nin
�� .1 11 r siion
an. aj?artmbnt., f or'my� 1�ersonal, �use during my. lifetime, and for�an,
. . e rm'_ 1. L'
addit`ibnal��sp' cified�period for my heirs.. :'The specific'ite s"..,
ing in';;.,,:,
and:re6ervations�,can_be worked out..immediately,:.keep'
mind: -both the needs ',of the City of Kalispell and my
fully -realize'.that. the� requirements of the Internal' Revenue. Seja�
t
V k6e_`,nust��be � met,,:, and � Prof es.sor Albert Stone of,the, Universi
t L: W Sdhool,�,
of-,-Mon'ana a land-'his�,�staff,pres.ently is workin,g
on'-thate:pioblein. At:-:.this--.time�,:�. 1: am;. not' epared to make:at'
Pr
Aiate' gli,f t to, the"� City,:of, Kalispell 'of 'furnishings, an
'd
drficl,6's�,.of pert dhal prope�t h" m
owever y`,,�present:. intention,:
suc
'91
h'a
re z it. is.to be� 'a Conrad -
re.
b- f rnished;
U`S,eum� Marisioiri'mus ; e u theref ore
2iaV6 made! an"outright, gift to -the City of.17certain
eu��hin : gs, the- , i�urziishings! will remain in the mansion fox
thj�pti r seb,of 'tbe muse=.,,.
po
Page 2 November 16, 1973, City of Kalispell, et al.
I also wish to express to you my joy that you share with
me the desire to create for Kalispell an institution of
significant historical importance. I will diligently pursue
that purpose and at the earliest possible moment execute
the necessary documents to�vest title in the City of
Kalispell. As soon as Professor Stone has those documents
prepared, copies will be presented to you for your.approval.
Gratefully sutmitted
Alicia Conrad Campbell