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HomeMy WebLinkAbout1997-047J \WPDOCS\ORD\DCDC ORD ORDINANCE NO/ AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE THE CONTRACT BETWEEN THE CITY OF DENTON AND THE DENTON COMMUNITY DEVELOPMENT CORPORATION, APPROVING THE EXPENDITURE OF FUNDS THEREFORE, AND PROVIDING FOR AN EFFECTIVE DATE THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION I That the City Council hereby approves the "Con- tract" in substantially the form attached hereto and made a part of this ordinance for all purposes, between the City of Denton and the Denton Community Development Corporation, and authorizes the City Manager to execute this contract SECTION II That the City Council authorizes the expenditure of funds in the amount and manner as specified in the Contract SECTION III That this ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED this the le day of 1997 J MILLER, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY BY , W APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY BY STATE OF TEXAS $ COUNTY OF DENTON S This contract is made and entered into by and between the City of Denton, a Texas municipal corporation with its principal office at 215 East McKinney Street, Denton, Denton County, Texas ("City"), and the Denton Community Development Corporation, a non-profit corporation with its principal office at 414 West Parkway, Denton, Denton County, Texas ("Contractor") acting herein by and through their duly authorized representatives RECITALS WHEREAS, the City of Denton has been notified that it will receive grant monies from the United States Department of Housing and Urban Development ("HUD") through the Community Development Block Grant ("CDBG") program for the 1995 program year, and WHEREAS, the primary purpose of the CDBG program is to benefit low and moderate income citizens of Denton, and WHEREAS, the citizens of Denton, the Community Development Advisory Committee and the City Council of Denton have determined that business assistance services are needed by low and moderate income citizens of Denton; THAT, IN CONSIDERATION OF THE COVENANTS AND AGREEMENTS HEREIN CONTAINED, the parties covenant and agree as follows• 1. Scope of Services City hereby contracts with Contractor as an independent con- tractor. Contractor will utilize CDBG funds provided under this contract to administer a program of investment in businesses that will offer significant benefit to the community in the area of economic development to low and moderate income citizens under the program name Denton Community Development Corporation ("Program"), serving small businesses and/or minority and women -owned business- es, in accordance with "Exhibit A - Program Summary", which is attached to and made a part of this contract for all purposes, for the term beginning on date of execution, and ending September 30, 1998, unless sooner terminated in accordance with the terms and conditions of this agreement or extended by mutual agreement of the parties. The purpose is to provide financial services to business- es that will stimulate economic development, particularly those that create jobs for low and moderate income persons or that are owned by minorities or women 2. Fundina and Reports A. City will provide Contractor with CDBG monies in an amount not to exceed $90,500 Such monies will be disbursed to Contractor on a reimbursement basis. Loan funds will be provided prior to disbursement of funds to loan recipients Contractor shall utilize all disbursed CDBG funds and program income earned for the benefit of the program. Loan principal repayments will be remitted to the loan fund. Interest earned from loans funded with CDBG will be used for eligible loans and operating costs Contractor will pro- vide reports of activities and a statement of expenditures and fees on a monthly basis Activity reports and financial statements for the previous month shall be submitted no later than the 15th of the subsequent month Reimbursement payments will be made on the basis of the activity reports and financial statements of expendi- tures for the previous month, and payments shall be made not later than thirty (30) days from the date of receipt of the activity reports and statements of expenditures B. Contractor agrees that operating funds will be expended in accordance with "Exhibit B - Operating Budget", which is attached to and made a part of this agreement for all purposes Contractor may increase or decrease line -item amounts within the administration budget by not more than 5% of the total budget without the prior written approval of City Changes to the administration budget in excess of 5% and any changes to the loan fund budget must have prior written approval of the City C. Loan funds can be provided to eligible businesses in accordance with the Contractor's loan review process Loan evaluation processes at a minimum will comply with 24 CFR 570 appendix A attached to this contract as Exhibit "C " D. Contractor will notify City promptly of any additional funding it receives for operation of the program E. Contractor agrees to keep all CDBG monies it has on hand in interest bearing accounts. All interest earned from loan repayments may be used for program administration expenses or placed in the loan fund. These amounts must be reported on the monthly financial statements filed pursuant to this contract All interest from CDBG funds must be remitted to the City on an annual basis Provided, further, Contractor shall immediately refund all interest from loan repayments to City in the event that the United States Department of Housing and Urban Development requires the City to remit all or any portion of this amount. F. Contractor will not commingle CDBG monies with any other funds in any manner which would prevent City from readily identify - Page 2 ing expenditures and fees for operation of the program. G. Contractor will develop a schedule of fees to be charged to assisted businesses for services provided. A copy of the fee schedule will be submitted to the City upon its approval by the board of directors Contractor further agrees to utilize any and all program fees earned for the administration of the program and to expend all program fees earned prior to expending CDBG monies The expenditure of program fees is sub3ect to all terms of the contract. H. In the event of any conflict between the terms and conditions of this agreement and any exhibits attached hereto, the terms and conditions of this agreement shall govern. I. Nothing contained in this article or agreement shall require the City to pay or reimburse Contractor for any services which are not performed in strict compliance with this agreement or the program or costs which are not allowed under 24 CFR 570.203 and 570.209 and other applicable regulations as set forth below, as reasonably determined by the City through its City Manager or his designee. 3. Uniform Administrative Requirements and Cost Principles A Contractor shall comply with Office of Management and Budget Circulars A-110, A-133 and A-122, as applicable. B. The allowability of costs incurred for performances ren- dered hereunder by Contractor shall be determined in accordance with OMB Circular A-122 City shall be liable to Contractor only for costs incurred or performances rendered for activities speci- fied in 24 CFR 570 203 and 570.209, any contrary provisions in this agreement notwithstanding. C. Recipients, subreciplents, contractors and/or subcon- tractors which are governmental entities shall comply with the requirements and standards of OMB Circulars A-87, A-128 and with 24 CFR, Part 85. D. Contractor shall fully comply with Appendix A to Part 570 - Guidelines and Objectives for Evaluating Pro3ect Costs and Financial Requirements (Exhibit "C"), which is attached to the contract and made a part of same as if written word for word herein. Page 3 4. Recordkeeping A. Contractor will cooperate fully with City in monitoring the program. In this regard Contractor agrees to keep records sufficient to document its compliance with all applicable laws, regulations and contract terms. In addition, Contractor agrees to keep records to fully document all expenditures charged to the CDBG program. The documentation must support the amounts charged to the program and demonstrate that the expenditures were appropriate to the stated goals of the program and allowable under applicable federal, state and City guidelines. All records pertaining to this contract shall be retained for five (5) years following the date of termination of this contract Contractor may destroy program records at the end of this five (5) year period if no outstanding audit finding exists Contractor will retain program loan records until five (5) years after the expiration of the loan City, HUD and the United States Comptroller General, or their representa- tives, shall have access to any books, documents, records and papers relating to the operations of Contractor under this contract for the purpose of audit, examination, exception and transcription at all reasonable hours at all offices of Contractor. The City reserves the right to perform an audit of the funds received under this contract in order to ensure Contractor's compliance with applicable federal regulations. B. All employee time sheets for CDBG funded employees, mileage and telephone logs in support of CDBG charged activities shall be maintained by Contractor for five (5) years following termination of this contract C. Contractor agrees to meet the national objective of job creation/retention or area benefit and to maintain full documenta- tion supporting fulfillment of that national objective in its files. In order to support the assistance provided, contractor shall maintain determination of appropriateness documentation outlined by the City. 5. Reports and Audits A Contractor will submit to City monthly reports of activities undertaken by Contractor in performance of this contract and monthly statements of Contractor's expenditures, fees and program income where applicable, regardless of the source of such funds, which relate to the program in any way B. Such reports and statements will be signed by a duly authorized agent of Contractor and will be submitted by the 15th of the month following the month which is reported. Page 4 C. Contractor must submit to City an annual audit prepared in accordance with 24 CFR Sections 570.502-570.503 generally, with specific reference to OMB Circulars A-110 (with attachments), A- 122, A-128 and/or A-133 as appropriate The audit may cover either Contractor's fiscal year during which this contract is in force or cover the period of this contract The audit must be prepared by an independent certified public accountant, be completed within twelve (12) months following the end of the period being audited and be submitted to City within thirty (30) days of its completion Costs of preparation of this audit may be an allowable expenditure of CDBG funds in an amount proportional to that of the CDBG funds used in Contractor's total agency operating budget D. City reserves the right to perform an audit of Con- tractor's program operations and finances at any time during the term of this contract, if City determines that such audit is neces- sary for City's compliance with OMB Circular A-128, Contractor agrees to allow access to all materials as described above if such audit reveals a questioned practice or expenditure, the questions must resolved within thirty (30) days after notice to City of such questioned practice or expenditure If a question is not resolved within this period, City reserves the right to with- hold further funding under this and/or future contract(s) E. If as a result of any audit it is determined that Con- tractor has misused, misapplied or misappropriated all or any part of the grant funds described herein, Contractor agrees to reimburse the City the amount of such monies so misused, misapplied or misap- propriated, plus the amount of any sanction, penalty or other charge levied against City because of such misuse, misapplication or misappropriation, included, without limitation, all expenses incurred by the City and reasonable attorney's fees necessary to disclose and address this matter 6. Reversion of Assets A. Contractor agrees to, immediately, and not later than ten (10) days from the date of termination of this contract, return to the City any CDBG funds remaining on hand at the end of the contract. B. Contractor agrees that all program income from operation of program in proportion to the amount of CDBG funds received here- under will be expended prior to expending CDBG monies and that any such program income is sub3ect to the terms of this contract. CDBG monies may be expended by the Contractor only if program income is insufficient to meet all eligible program activity expenses. Con- tractor agrees to return to the City any remaining program income earned from operation of the program in proportion to the amount of Page 5 CDBG funds in the overall operating budget, not later than ten (10) days from the end of the contract. C. No equipment, furniture or fixtures may be purchased with CDBG funds. 7. Applicable Laws A. Federal laws: Contractor agrees to comply with all applicable federal laws, rules, and regulations, including, without limitation, the following laws and the regulations issued thereun- der as they are currently written or are hereafter amended during performance of this contract. 1. Title VI of the Civil Rights Act of 1964 (42 USC 2000d et seq) Title VIII of the Civil Rights Act of 1968 (42 USC 3601 et seq). 2. Executive Orders 11063, 11246, as amended by 11375 and as supplemented by Department of Labor regulations (41 CFR, Part 60). 3. The Age Discrimination 1n Employment Act of 1975 (42 USC 6101 et seq). 4. Section 504 of the Rehabilitation Act of 1973 (29 USC 794). 5. Immigration Reform and Control Act of 1986 (Pub. L. 99-603, 100 Stat. 3359, as amended), specifically including the provisions requiring employer verifications of the legal worker status of its employees 6. Housing and Community Development Act of 1987 (Pub L. 100-242, 101 Stat. 1815, as amended). 7. The Americans with Disabilities Act of 1990 (42 USC 12101 et seq). 8. Contractor, in the operation of its program, will also comply with Office of Management and Budget Circular A- 122 and attachments and revisions thereto, regarding princi- ples for determining costs for CDBG-funded programs. 9. Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 USC 1701. 10. As the work to be performed under this contract is on a project assisted under a program providing direct federal Page 6 financial assistance from the Department of Housing and Urban Development and is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 USC 1701, Contractor covenants to abide by the requirements of the said Section 3. It requires as follows: (a) That, to the greatest extent feasible, opportu- nities for training and employment be given lower income residents of the project area, and (b) That, to the greatest extent feasible, con- tracts for work in connection with the project be awarded to business concerns which are located in or owned in substantial part by persons residing in the area of the project 11. Contractor will comply with the provisions of said Section 3 and the regulations issued pursuant thereto by the Secretary of Housing and Urban Development, set forth in 24 CFR 135, and all applicable rules and orders of the Department issued thereunder prior to the execution of this contract Contractor certifies and agrees that it is under no contractu- al or other disability which would prevent it from complying with these requirements. 12. Contractor agrees that it will send to each labor organization or representative of workers with which it has a collective bargaining agreement or other contract or under- standing, if any, a notice advising the said labor organiza- tion or workers representatives of its commitments under this Section 3 clause and shall post copies of the notice in conspicuous places available to employees and applicants for employment or training 13. Contractor agrees that it will include the said Section 3 clause in every subcontract for work in connection with the project and will, at the direction of City, take appropriate action pursuant to the subcontract upon a finding that the subcontractor is in violation of regulations issued by the Secretary of Housing and Urban Development, 24 CFR 135 Contractor agrees that it will not subcontract with any sub- contractor where it has notice or knowledge that the latter has been found 1n violation of regulations under 24 CFR 135 and will not let any subcontract unless the subcontractor has first provided Contractor with a preliminary statement of ability to comply with the requirements of these regulations 14. City and Contractor understand and agree that compliance with the provisions of Section 3, the regulations set forth in 24 CFR 135, and all applicable rules and orders Page 7 of the Department issued thereunder prior to the execution of this contract shall be a condition of the federal financial assistance provided to the project, binding upon the City and the Contractor, and their respective successors, assigns and subcontractors. Failure to fulfill these requirements shall subject Contractor and its subcontractors, its successors and assigns, to those sanctions specified by the Grant Agreement through which federal assistance is provided and to such sanctions as are specified by 24 CFR 135. 15. Clean Air Act; Clean Water Act, Environmental Pro- tection Agency Acts and Regulations This agreement is sub- 3ect to the requirements of Section 306 of the Clean Air Act, as amended (42 USC 1857(h) et seq.), Section 508 of the Clean Water Act (33 USC 1368), Water Pollution Control Act, as amended (33 USC 1251 et seq ) and the regulations of the Environmental Protection Agency with respect thereto at 40 CFR, Part 15, as amended from time to time, and Executive Order 11738 (42 USC 7606 nt.) In compliance with said regulations, Contractor agrees and, with respect to any nonexempt transaction, shall require each subcontractor to agree to the following requirements (a) A stipulation that no facility to be utilized in the performance of nonexempt contract or subcontract work is included on the List of Violating Facilities issued by the Environmental Protection Agency (EPA) pursuant to 40 CFR 15 20, (b) Compliance with all the requirements of Sec- tion 114 of the Clean Air Act, as amended (42 USC 1857c- 8), and Section 308 of the Federal Water Pollution Con- trol Act, as amended (33 USC 1318), relating to inspec- tion, monitoring, entry, reports and information, as well as all other requirements specified in said Section 114 and Section 308 and all regulations and guidelines issued hereunder, (c) A stipulation that, as a condition for the award of the contract, prompt notice will be given of any notification received from the Director, Office of Fed- eral Activities, EPA, indicating that a facility utilized or to be utilized for the contract is under consideration to be listed on the EPA List of Violating Facilities; (d) Agreement by Contractor that it will include or cause to be included the criteria and requirements in Paragraphs (A) through (D) of this section in every non- exempt subcontract, requiring that Contractor will take such action as City may direct as a means of enforcing Page 8 such provisions. 16. In no event shall any amount of the assistance provided under this agreement be utilized with respect to a facility which has given rise to a conviction under the Clean Air Act or the Clean Water Act. B. Other Laws Contractor covenants and agrees that its of- ficers, members, agents, employees, program participants and sub- contractors shall abide by and comply with all other laws, federal, state and local, relevant to the performance of this contract, in- cluding all ordinances, rules and regulations of the City and the Housing and Community Development Act of 1974 (Pub L. 93-383, 885 Stat. 633,), as amended, and all regulations pertaining thereto Contractor further promises and agrees that it has read, and is familiar with, terms and conditions of the Community Development Block Grant under which funds are granted and that it will fully comply with same It is agreed and understood that, if City calls the attention of Contractor to any such violations on the part of Contractor or any of its officers, members, agents, employees, program participants or subcontractors, then Contractor shall immediately desist from and correct such violation. 8. Prohibition Against Discrimination A. Generally. Contractor, in the execution, performance or attempted performance of this contract and agreement, will not un- lawfully discriminate against any person or persons because of sex, race, religion, age, disability, color or national origin, nor will Contractor permit its officers, members, agents, employees, subcon- tractors or program participants to engage in such discrimination B. Employment During the performance of this contract Contractor agrees, and will require all of its subcontractors to agree, as follows. (1) Contractor will not unlawfully discriminate against any employee or applicant for employment because of race, color, age, disability, religion, sex or national origin Con- tractor will take affirmative action to ensure that applicants are employed and that employees are treated during employment without unlawful regard to their race, color, religion, sex, age, disability or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compen- sation; and selection for training, including apprenticeship. Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth Page 9 the provisions of this nondiscrimination clause. (2) Contractor will, in all solicitations or advertise- ments for employees placed by or on behalf of Contractor, state that all qualified applicants will receive consideration for employment without unlawful regard to race, color, religion, sex, age, disability or national origin. C. Age. (1) In accordance with the policy of the Executive Branch of the federal government, Contractor covenants that neither it nor any of its officers, members, agents, employ- ees, program participants or subcontractors, while engaged in performing this contract, shall, in connection with the em- ployment, advancement or discharge of employees or in connec- tion with the terms, conditions or privileges of their employ- ment, discriminate against persons because of their age except on the basis of a bona fide occupational qualification, retire- ment plan or statutory requirement (2) Contractor further covenants that neither it nor its officers, members, agents, employees, subcontractors, program participants, or persons acting on their behalf, shall speci- fy, in solicitations or advertisements for employees to work on this contract, a maximum age limit for such employment un- less the specified maximum age limit is based upon a bona fide occupational qualification, retirement plan or statutory requirement. D. Disability. In accordance with the provisions of the Americans With Disabilities Act of 1990 ("ADA"), Contractor war- rants that it and any and all of its subcontractors will not unlaw- fully discriminate on the basis of disability in the provision of services to the general public, nor in the availability, terms and/ or conditions of employment for applicants for employment with, or employees of Contractor or any of its subcontractors. Contractor warrants it will fully comply with ADA's provisions and any other applicable federal, state and local laws concerning disability and will defend, indemnify and hold City, its officers, agents, and employees harmless against any claims or allegations asserted by third parties or subcontractors against City, its officers, agents, and employees arising out of Contractor's and/or its subcontrac- tors' alleged failure to comply with the above -referenced laws con- cerning disability discrimination in the performance of this agreement. Page 10 9. Prohibition Against Interest A. No member, officer or employee of City or its designees or agents; no member of the governing body of the locality in which the program is situated; and no other public official of such locality or localities, who exercises any functions or responsibil- ities with respect to the program funded hereunder during his or her tenure or for one year thereafter, shall have any interest, direct or indirect, in any contract or subcontract, or the proceeds thereof, for work to be performed hereunder. Contractor shall incorporate, or cause to be incorporated, like language prohibiting such interest in all contracts and subcontracts hereunder. B. No officer, employee, member or program participant of Contractor or its subcontractors shall have a financial interest, direct or indirect, in this contract or the monies transferred hereunder or be financially interested, directly or indirectly, in the sale to Contractor of any land, materials, supplies or services purchased with any funds transferred hereunder, except on behalf of Contractor, as an officer, employee, member or program participant Any willful violation of this paragraph with the knowledge, expressed or implied, of Contractor or its subcontractors shall render this contract voidable by the City of Denton. 10. Non -Assignment Contractor will not assign any or all of its rights or responsibilities under this contract without the prior written approval of City. Any purported assignment without such approval will be a breach of this contract and void in all respects 11 Independent Contractor A. Contractor shall operate hereunder as an independent contractor and not as an officer, agent, servant or employee of City. Contractor shall have exclusive control of, and the exclusive right to control, the details of the work and services performed hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, members, agents, servants, employees, subcontractors, program participants, licensees or invitees. The doctrine of respondeat superior shall not apply as between City and Contractor, its officers, members, agents, servants, employees, subcontractors, program participants, licensees or invitees, and nothing herein shall be construed as creating a partnership or joint enterprise between City and Contractor. It is expressly understood and agreed that no officer, member, agent, employee, subcontractor, licensee or Page 11 invitee of the Contractor, nor any program participant hereunder, is in the paid service of City and that City does not have the legal right to control the details of the tasks performed hereunder by Contractor, its officers, members, agents, employees, subcontrac- tors, program participants, licensees or invitees Provided, however, that nothing herein shall prevent an officer or employee of the City from serving on the Board of Directors of the Contrac- tor or any committees developed by the Board of Directors B. City shall in no way nor under any circumstances be responsible for any property belonging to Contractor, its officers, members, agents, employees, subcontractors, program participants, licensees or invitees, which may be lost, stolen, destroyed or in any way damaged; and Contractor hereby indemnifies and holds harmless City and its officers, agents, and employees from and against any and all claims or suits. 12. Indemnity Insurance; Bond A. Contractor covenants and agrees to indemnify, hold harm- less and defend, at its own expense, City and its officers, agents, servants and employees from and against any and all claims or suits for property loss or damage and/or personal injury, including death, to any and all persons, of whatsoever kind or character, whether real or asserted, arising out of or in connection with the execution, performance, attempted performance or nonperformance of this contract and agreement and/or the operations, activities and services of the program described herein, whether or not caused, in whole or in part, by alleged negligence of officers, agents, ser- vants, employees, contractors or subcontractors of City; and Con- tractor hereby assumes all liability and responsibility of City and its officers, agents, servants, and employees for any and all claims or suits for property loss or damage and/or personal injury, including death, to any and all persons, of whatsoever kind or character, whether real or asserted, arising out of or in connec- tion with the execution, performance, attempted performance or non- performance of this contract and agreement and/or the operations, activities and services of the programs described herein, whether or not caused in whole or in part, by alleged negligence of of- ficers, agents, servants, employees, contractors or subcontractors of City. Contractor likewise covenants and agrees to and does hereby indemnify and hold harmless City from and against any and all injury, damage or destruction of property of City, arising out of or In connection with all acts or omissions of Contractor, its officers, members, agents, employees, subcontractors, invitees, licensees, or program participants, or caused, in whole or in part, by alleged negligence of officers, agents, servants, employees, contractors or subcontractors of City. Page 12 B Contractor will maintain a system, approved by the City through its executive director of finance and internal auditor, which will provide safeguards against loss from fraud, theft, or dishonesty of any of contractor's officers, agents, trustees, directors, or employees If and when the contractor names or appoints a director to handle its everyday business affairs, the City may require, after evaluating the need for such a bond and after full consultation with the contractor with input from all funding participants, the contractor to maintain a blanket fidelity coverage in the form of insurance or bond in the amount of at least $90,500, to insure against loss from the fraud, theft, or dishon- esty of any of Contractor's officers, agents, trustees, directors, or employees The proceeds of such bond shall be used to reimburse City for any and all loss of CDBG monies occasioned by such misconduct To effectuate such reimbursement, such bond shall include a rider stating that reimbursement for any loss or losses thereunder shall be made directly to City for the uses and benefit of Contractor The decision regarding the requirement for such a bond or insurance shall rest in the sole discretion of the City Manager 13 Waiver of Immunity If Contractor, as a charitable or nonprofit organization, has or claims an immunity or exemption (statutory or otherwise) from and against liability for damages or in3ury, including death, to persons or property, Contractor hereby expressly waives its rights to plead defensively such immunity or exemption as against City This section shall not be construed to affect or to waive the City's immunities or defenses under constitutional, statutory, or common law, nor shall it waive DCDC's immunities or defenses or create any cause of action for anyone who is not a party to this contract 14 Public Liability Insurance A Contractor shall furnish a certificate of insurance as proof that it has secured and paid for policies of public liability and automobile liability insurance covering all risks incident to or in connection with the execution, performance, attempted perfor- mance or nonperformance of this contract and agreement, with a company licensed to do business in the State of Texas and shall maintain such insurance for the full term of this agreement B The amounts of such insurance shall not be less than the maximum liability which can be imposed on City under the laws of the State of Texas At present, such amounts are as follows Page 13 Property damage, per occurrence $100,000 Bodily injury or death, per person $250,000 Bodily injury or death, per occurrence $500,000 with the understanding and agreement by Contractor that such insurance amounts shall be revised upward at City's option and that Contractor shall revise such amounts within thirty (30) days following notice to Contractor of such requirements C. At such time that the Contractor employs persons, the Contractor also covenants and agrees to furnish the City with a certificate of insurance as proof that it has obtained and paid for a policy of Workers' Compensation Insurance in the amounts required by state law, covering any and all employees of Contractor active in the program funded under this contract; and Contractor agrees to require its subcontractors to carry adequate Workers' Compensation Insurance in the amounts required by state law D. Contractor will submit to City documentation that it has obtained insurance coverage and has executed bonds as required in this contract within thirty (30) days of the execution of this contract and prior to payment of any monies hereunder E. The public liability insurance and automobile liability insurance shall name the City as an additional insured on all such policies The insurance policies shall all contain a provision that the insurance policies shall not be cancelled or modified without thirty (30) days prior written notice to City 15. Termination A. City may terminate this contract on 30 days notice whenever such termination is determined to be in the best interest of City, in event of Contractor's default, inability or failure to perform or to comply with any of the terms herein, or for other good cause. B. CDBG funds provided hereunder may not be used as collater- al for loans to Contractor to defray program operation expenses, and any attempted use of CDBG funds for this purpose will result in termination of this contract by City. C. Termination will be effected by 30 days advance written notice to Contractor, specifying the portions of the contract affected and the effective date of termination Upon Contractor's receipt of such termination notice, Contractor will Page 14 (1) Cease expenditures of CDBG monies, except as necessary for completion of the portions of the contract not terminated; and (2) Terminate all cancelable orders and contracts to the extent that they relate to terminated portions of the con- tract Contractor will return to City any unused monies previously distributed under this contract within thirty (30) days of the effective date of contract termination. City will have no responsibility or liability for Contractor's expendi tures or actions occurring after the effective date of contract termination. 15. Certification Regarding Lobbying A. The undersigned representative of Contractor hereby certifies, to the best of his or her knowledge and belief, that• (1) No federal appropriated funds have been paid or will be paid, by or on behalf of Contractor, to any person for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an officer or employee of Congress or an employee of a member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement and the extension, continua- tion, renewal, amendment, or modification of any federal contract, grant, loan or cooperative agreement (2) If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with this federal contract, grant, loan or cooperative agree- ment, Contractor shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The Contractor shall require that the language of this certification be included in all subcontracts or agree- ments involving the expenditure of federal funds 16. Miscellaneous Provisions A. It is expressly understood and agreed by and between the parties hereto that this agreement is wholly conditioned upon the actual receipt by City of sufficient CDBG funds, that all monies Page 15 distributed to Contractor hereunder shall be exclusively from federal monies received under said grant and not from any monies of City; and that if such funds under said grant are not timely forthcoming, in whole or in part, City may, at its sole discretion, terminate this contract and agreement and City shall not be liable for payment for any work or services performed by Contractor under or in connection with this contract B. All terms of this contract shall apply to any and all subcontractors of Contractor which are in any way paid with CDBG funds or who perform any work in connection with Contractor's program. C The provisions of this agreement are severable, and, if for any reason a clause, sentence, paragraph or other part of this agreement shall be determined to be invalid by a court or federal or state agency, board or commission having jurisdiction over the subject matter thereof, such invalidity shall not affect other provisions which can be given effect without the invalid provision D. The failure of City to insist upon the performance of any term or provision of this agreement or to exercise any right herein conferred shall not be construed as a waiver or relinquishment to any extent of City's right to assert or rely upon any such term or right on any future occasion. E. Should any action, whether real or asserted, at law or in equity, arise out of the execution, performance, attempted perfor- mance or nonperformance of this contract and agreement, venue for said action shall lie in Denton County, Texas. This contract shall be construed in accordance with the laws of the State of Texas F. The captions of the various sections and subsections of this agreement are for informational purposes only and shall not affect the substantive terms and conditions of this agreement G. This written instrument and the exhibits attached hereto, which are incorporated by reference and made a part of this contract for all purposes, constitute the entire agreement between the parties hereto concerning the work and services to be performed hereunder, and any prior or contemporaneous, oral or written agreement which purports to vary from the terms hereof shall be void Any amendments to the terms of this contract must be in writing and must be approved by each party to this contract. IN WITNESS WHEREOF, the parties hereto have executed four copies of this c n act in Denton, Denton Qpunty, Texas, this day of Page 16 ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY BY: ATTEST: SECRETARY BY: CITY OF DENTON BY: TED BENAVIDES, CITY MANAGER Date: L% DENTON COMMUNITY DEVELOPMENT CORPORATI / BY. 2�('�l`�� Date: Page 17 STATE OF TEXAS § COUNTY OF DENTON § BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared Ted Benavides, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that the same was the act of the City of Denton and that he executed the same as the act of said City of Denton for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this IZ612 day of 19�1;704 'q" V?j ELIZABEM J WILLIAMS a MY COMMISSION EXPIRES Nototy PublXd in and for May 16, 7887 the State of Texas STATE OF TEXAS COUNTY OF DENTON BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared Warrep Searls , known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed, as the act and deed of the Denton Community Development Corporation and in the capacity therein stated as its duly authorized officer or representative GIVEN UNDER MY HAND AND SEAL OF OFFICE this of February 1997 A \DCDC.#3 3rd day Notary Publi i and fo? the State of Texas Page 18 EXHIBIT A - PROGRAM SUMMARY The Denton Community Development Corporation (DCDC) will set up and operate a Small Business Academy to perform in conjunction with the DCDC's bridge loan program The DCDC Small Business Academy will have three primary objectives (1) provide required training for entrepreneurs who wish to receive DCDC support, (2) provide elective training for other Denton area small businesspeople who desire such assistance, and (3) provide a resource for banks and other lending institutions who need help with businesses experiencing financial and administrative problems To achieve these objectives, the DCDC will identify and engage a Director of the Academy, who will be responsible for developing the basic curriculum, developing a schedule of classes, identifying and obtaining the services of qualified faculty, and locating appropriate facilities for the classes DCDC envisions that the cuff culum will contain at least two "tracks" during its first year of operation 1 Basic Track Business basics (financial, legal, administrative, etc ) For persons contemplating starting a new business (or new businesses within their first three years of operation) 2 Advanced Track More complex issues (employee problems, multiple locations, quality control, administrative delegation, etc ) For small business owners who are facing growth or stagnation challenges Each track should require at least six to eight sessions, scheduled at times which are convenient for most participants DCDC further envisions that the Academy will provide a minimum of two classes per track, which should constitute at least four training sessions within the first year In addition to the Academy, DCDC will set up and operate a bridge loan program for small businesses in the Denton area Funded by contributions from local banks this program is designed to provide a source of funds otherwise generally unavailable to local entrepreneurs The bridge loan program is designed to provide those funds necessary for start-up, expansion, etc for small busmesspeople, but which are beyond the individuals' abilities to obtain through collateralized loans Applicants will be required to attend and satisfactorily complete the DCDC Small Business Academy unless his or her knowledge and experience are equivalent to the curriculum, as determined by the DCDC A bridge loan subcommittee of the DCDC Board of Directors will set other requirements as necessary and administer the loan program, reviewing each application and making recommendations to the full Board This subcommittee will consist primarily of Directors appointed by the participating banks Since the DCDC is newly incorporated, there has not been time to develop other economic development programs for the Denton area However, additional Board members are being sought at this time who can provide the leadership and expertise to expand the range and depth of DCDC programs DENTON COMMUNITY DEVELOPMENT CORPORATION 414 Parkway Denton, Texas 76201 EXHIBIT B PROPOSED BUDGET for February 1, 1997 through September 30, 1997 Income Denton CDBG Funds $90,000 TOTAL INCOME $90,600 Expenses Salaries and Wages 1 Manager of Operations ($1000/mo, 50% time) $8,000 Subtotal $8,000 Personnel Frmoe Benefits 1 Manager of Operations (8 65% of Wages) 692 Subtotal $692 Training Service Expenses 1 Trainers Fees 12,000 2 Lease/rental expenses 2,000 3 Academy Director ($500/mo) 3,000 Subtotal $17,000 Financial Services 1 Accounting/audit services $5,000 Insurance 1 General Commercial Liability Policy 1,500 2 Directors and Officers Liability Policy 2,700 3 Errors and Omissions Liability Policy 5,000 4 Fidelity Bond 3,000 5 Workers' Compensation Policy 200 Subtotal $12,400 Travel Expenses 1 Local Travel @ $0 30/mile 500 2 To regional and national meetings 2,000 Subtotal $2,500 Tax Expenses 1 Unrelated Business Income Taxes $500 General Office Expenses 1 Communications (including long-distance phone) 2,000 2 Office Supplies (letterhead, etc) 1,000 3 Promotion fliers, newspaper ads 3,000 4 Recruiting fees 500 5 Leased Office Space 4,800 Subtotal $11, 300 Bridge Loan Fund 1 Contribution to Bridge Loan Fund $30,000 Reserve 1 Reserve for Contingencies $3108 TOTAL EXPENSES $90,500