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HomeMy WebLinkAbout1997-133ORDINANCE NO 'I' AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE A CONTRACT FOR CHILD ABUSE PREVENTION SERVICES WITH THE CHILDREN'S TRUST FUND AND WITH THE DENTON FAMILY RESOURCE CENTER, INC, AS A SUBCONTRAC- TOR, TO PROVIDE A FAMILY RESOURCE CENTER AND TO MAKE APPLICATION TO THE CHILDREN'S TRUST FUND OF TEXAS TO OBTAIN A GRANT FOR A FAMILY RESOURCE CENTER, RATIFYING THE ACTIONS OF THE CITY MANAGER, CITY AT- TORNEY, AND OTHER OFFICIALS OF THE CITY IN REGARD TO THIS GRANT AP- PLICATION, AND PROVIDING AN EFFECTIVE DATE WHEREAS, with the passage of Resolution No R97-008 on the 18t' day of February, 1997, the City Manager was authorized to negotiate a contract with the Children's Trust Fund of Texas, hereinafter referred to as CTF, to establish a Family Resource Center, and WHEREAS, the City Council desires to authorize the City Manager to submit an appli- cation to the CTF, seeking funding for the Family Resource Center, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS SECTION I That the City Manager is hereby authorized to make a grant application to the CTF to seek funding to establish a Family Resource Center, to execute the grant application, to make all certifications, and to execute the contract for child abuse prevention services with CTF in substantially the form attached to this ordinance, and to execute all other contracts and other documents necessary to obtain financing for the Family Resource Center from CTF The City Attorney is further authorized to make such certifications as necessary SECTION II That the City Manager is hereby authorized to enter into a contract with the Denton Family Resource Center, Inc, as a subcontractor under the contract with CTF, to provide a Family Resource Center in substantially the form attached to this ordinance The City Manager is further authorized to make the expenditures set forth in both the contract with CTF and the contract with Denton Family Resource Center, Inc SECTION III That all actions of the City Manager and the City Attorney in executing various documents and certifications with regard to said grant application are hereby approved and ratified SECTION IV That the City Council has found and determined that the meeting at which this ordinance is considered is open to the public and that notice thereof was given in accordance with the provisions of the Texas Open Meetings Act, Tex Gov't Code ch 551, as amended SECTION V That this ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED this the � day of PaAj. , 1997 Gt!✓j�"Y1�tv�.iL.. JAf,MILLER, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY BY APPR ED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY BY e \wpdocs\ord\ctf ordinmce Page 2 STATE OF TEXAS § Fomr 1000 COUNTY OF TRAVIS § August 1996 Children's Trust Fund of Toxm Council CONTRACT FOR CHILD ABUSE PREVENTION SERVICES Children's Trust Fund of Texas Council Contract No 355-04-7-0052 The Children's Trust Fund of Texas Council, hereinafter referred to as CTF, and the City of Denton, a Texas municipal corporation, hereinafter referred to as the Contractor, do hereby make and enter into this agreement, which constitutes the entire agreement between CTF and the Contractor under the contract number referenced above CTF is the State of Texas agency responsible for administering programs to prevent child abuse and neglect in Texas Chapter 74, Human Resources Code, permits CTF, subject to certain limitations, to enter into such agreements for the purpose of providing child abuse and neglect prevention services CTF and the Contractor make this agreement according to the following mutual considerations The parties mutually agree A The scope and coverage of the services to be provided by the Contractor under this agreement, the program description and budget for these services, as well as other necessary components, are described and limited in the attached Plan of Operation, which is incorporated in this agreement in its entirety by specific reference The Plan of Operation will be maintained on file with CTF as a part of this agreement Any change, modification, or amendment to, or renewal of, the Plan of Operation is not effective until approved in writing by CTF The original Plan of Operation together with any approved amendment maintained on file by CTF will be the controlling instrument in case of any dispute relating to the wording of any portion of the Plan of Operation or amendment In the event that an amendment approved in writing by CTF conflicts with the terms of the original Plan of Operation, the amendment will control A conflict between amendments will be decided in favor of the most recently approved amendment B This contract is a cost -reimbursement contract, based on the proposed budget which is a part of this contract plan Total reimbursement under the terms of this contract shall not exceed the amount shown on the proposed budget and may be negotiated for less Reimbursement request of expenditures charged by the contractor will be made on CTF Monthly Expenditure Documentation Form PG-026 Requests will be made regularly, at least monthly, and will be submitted to the Children's Trust Fund office by the 15th day following the last day of the month in which the service was provided 97contra/programs/denton C 1 Transfers between line Items of a budget will be allowed without prior approval from CTF If the transfers do not result In an Increase or decrease of more than three thousand dollars ($3000) or 10% of the CTF contract amount, whichever amount is less Any transfers are for allowable items as defined by CTF and do not result in a significant change in the character or scope of the program The transfers must be described and reported within 30 days by letter to CTF 2 Transfers between line Items of more than $3000 or 10% of the CTF Contract amount, whichever is less, may be allowed under certain circumstances if requests for such changes (a) are submitted in writing to CTF and approved prior to obligating the funds, (b) fit within the scope of the contract and the total project budget, (c) are beneficial to the achievement of project objectives, and (d) appear to be a more effective use of state dollars 3 CTF is not obligated to pay an unauthorized cost or to pay more than the Contractors allowable actual cost Funds will not be available in excess of the total amount of the reimbursable budget as originally approved or subsequently amended D This agreement is subject to cancellation, either in whole or in part, and on the availability of state and/or federal funds If funds for the agreement become unavailable during any budget period, and CTF is unable to obtain additional funds, then this agreement will be terminated or reduced Termination under this section shall not subject CTF to a penalty or other claims E If the Contractor fads to provide services according to the approved Plan of Operation and the, provisions of this agreement, CTF may, upon written notice of default to the Contractor, terminate all or any part of the agreement The Contractor will have 30 days to show compliance Failure to comply will result in immediate termination Termination Is not necessarily an exclusive remedy but will be in addition to any other rights and remedies provided by law or this agreement F If federal or state laws or other requirements are amended or judicially interpreted so that either party cannot reasonably fulfill this agreement, or if the parties cannot agree to an amendment that would enable Its substantial continuation, the parties shall be discharged from any further obligations including reimbursement for authorized expenditures, under this agreement The respective accrued interests or obligations Incurred up to the date of termination, however, will be equitably settled G Either party to this agreement may consider it to be canceled by giving 30 days notice in writing to the other party This agreement will be terminated at the end of the 30-day period, unless the parties mutually agree in writing to continue the contract Nothing in this paragraph shall be construed to prohibit immediate termination of the agreement pursuant to paragraphs D, E, and F 99contra/pmgrams/denton The Contractor agrees to and will require any subcontractors to agree to A Adhere to Federal and State law, rules, regulations, and guidelines provided in the CTF Handbook and Guide to Procedures for Grants made available on an annual basis B 1 Comply with Title VI of the Civil Rights Act of 1964 (Public Law 88-352), Section 504 of the Rehabilitation Act of 1973 (Public Law 93-112), the Americans with Disabilities Act of 1990 (Public Law 101-336), and all amendments to each, and all requirements imposed by the regulations issued pursuant to these acts These provide, in part, that no persons In the United States shall, on the grounds of race, color, national origin, sex, age, disability, political beliefs or religion be excluded from participation in, or denied, any aid, care, service, or other benefits provided by federal and/or state funding, or otherwise be subjected to discrimination 2 Comply with the requirements of the Immigration Reform and Control Act of 1986 regarding employment verification and retention of verification forms for any individuals hired on or after November 6, 1986, who will perform any labor or services under any contract between CTF and the Contractor 3 Comply with Health and Safety Code Section 85113 (relating to workplace and confidentiality guidelines regarding AIDS and HIV) C Comply with appropriate state licensing or certification requirements and with standards prescribed by the Secretary of the United States Department of Health and Human Services D 1 Report any suspected case of abuse or neglect to the Texas Department of Protective and Regulatory Services (DPRS) or a local law enforcement agency office as required by Act of April 20, 1995, 74th Leg , Reg Sess , ch 20, §1, 1995 Tex Sess Law Sery 113, 260 (Vernon) (to be codified as Tex Fam Code Ann §261 101 at seq) Verify and disclose, or cause its employees and volunteers to verify and disclose, criminal history and any current criminal indictment involving an offense against the person, an offense against the family, or an offense involving public indecency under the Texas Penal Code as amended, or an offense under the Texas Controlled Substances Act, TEX REV CIV STAT ANN art 4476-15 as amended This verification and disclosure will be required of all who have direct contact with clients E Be subject to an audit by a Certified Public Accountant and provide a copy of the audit to CTF Contractors are expected to create and maintain adequate and auditable fiscal records, such as annual financial statements, tax returns, and agency budgets may be required and shall be made available to CTF upon request F Use generally accepted accounting procedures as recognized by the American Institute of Certified Public Accountants and follow CTF financial management policies and procedures in maintaining fiscal records required to be kept under this agreement G Hold the CTF of Texas Council harmless and indemnify the Council from and against all claims, demands, and causes of actions which may be asserted by any third party in connection with the performance of contracted services, to the extent the City of Denton is allowed to indemnify under the law 97contra/progrnms/dwton H Provide services in accordance with the Plan of Operation and allow CTF to monitor same Some possible methods may include on -site visits, document review, questionnaires, or interviews I Participate fully in any evaluation study of this program authorized by CTF J Not transfer or assign this agreement without the prior written consent of CTF CTF shall not transfer or assign this agreement without consent of contractor Transfer or assignment without prior written consent of either party may result in termination of the contract in accordance with Section II G K Establish a method to ensure the confidentiality of records and other information relating to clients subject to applicable federal and state law, rules, and regulations, including but not limited to the public Information act, chapter 552 of the Texas Government Code Client information shall only be released in accordance with the decision of the Office of the Attorney General L 1 Submit billings for services and statistical documentation as required by CTF to be received by the 15th day following the last day of the month in which the service is provided Non -receipt of the required billing and statistical documentation by this date will be considered failure to comply with the agreement Failure to comply is valid justification for immediate termination of this agreement and/or nonpayment of the billings or any portion of the billings that are not received within the specified time limit The Contractor further agrees to certify the amount of local financial participation directly supporting the service being purchased with each request for payment submitted to CTF for reimbursement Submit performance reports quarterly or as required by CTF to be received by the 15th day following the last day of each quarter in which the service is provided Non -receipt of the required performance reports will be considered failure to comply with the agreement Failure to comply is valid justification for immediate termination of this agreement The Contractor agrees that the information submitted is true and accurate The Contractor further agrees to supply documentation to CTF for the purposes of verifying reported information if requested M Make available at reasonable times and for reasonable periods client records, books, and supporting documents pertaining to services provided for inspecting, monitoring, auditing, or evaluating by CTF personnel or their representatives N Maintain and keep financial and supporting documents, statistical records, and other records pertinent to the services for which a claim was submitted The records and documents will be kept for a minimum of four (4) years after the termination of the contract If any litigation, claim, or audit involving these records begins before the three-year period expires, the Contractor will keep the records and documents for not less than four (4) years and until all litigation, claims, or audit findings are resolved The case is considered resolved when a final order is Issued in litigation, or a written agreement is entered into between CTF and the Contractor The Contractor will keep records of nonexpendable property acquired under the agreement for four (4) years after final disposition of the property Contract period means the beginning date through the ending date specified in the original agreement, extensions are considered to be separate contract periods The contract period of an original agreement or renewal shall not exceed one year in duration A contract may be renewed only twice, unless certain circumstances as determined by the Council require an extension of the period 97wntra/progranuldenton O Account for program Income related to projects financed in whole or in part with state funds or Implemented on behalf of the CTF program Program income means gross Income earned by the Contractor from contract -supported activities Program income earned during the, contract period shall be retained by the Contractor, and in accordance with the agreement, shall be Added to funds committed to the program by CTF and Contractor and be used to further eligible program objectives, or • With prior approval, used to finance the local match share of the program Records must be maintained to Indicate deposit of funds back to the Children's Trust Fund of Texas program If more than one source provides monies for activities generating program income, amounts deposited must be pro -rated P Notify CTF Immediately of any significant change affecting the Contractor and Contractor's identity, such as ownership or control, name change, governing board membership, vendor identification number, and personnel changes affecting the contracted services Changes must be provided in writing to CTF within 10 working days after the changes are effective Q Refrain from entering into any subcontract for services without prior approval in writing by CTF of the qualifications of the subcontractor to perform and meet the standards of this agreement and Its attached Plan of Operation All subcontracts entered Into by the Contractor will be written and subject to the requirements of this agreement The Contractor agrees to be responsible to CTF for the performance of any subcontractor R Be responsible for any audit exception or other payment irregularity in the program covered by this contract, and all subcontracts, which is found after monitoring or auditing by CTF or the United States Department of Health and Human Services, and be responsible for the collection and proper reimbursement to CTF of any amount paid in excess of the proper billing amount S Place prominent notices acknowledging the funding it receives from CTF in all of its literature that describes services covered by this agreement These notices will also appear In the Contractor's annual report, If any T Acknowledge CTF copyright ownership for all materials, published and unpublished, that are created with Council funds All original works of authorship created using CTF funds shall be deemed a work -made -for -hire CTF shall own the copyright and all other rights in such a work In the event that it is determined not to be a work -made -for -hire, Contractor hereby assigns all rights in the works, including any copyright, to CTF CTF agrees to provide the developer of the work a non-exclusive, royalty -free license to use, reproduce, display, and distribute the work The Council shall be a co-owner of the copyright of a work that is created with more than one source of funding as provided by the United States Copyright Law CTF has the right to use, reproduce, and distribute any material written or produced by the Contractor that is the subject of this contract If the contractor is no longer in operation for any reason, all materials produced with CTF Council funds must be returned to CTF, or, with CTF approval, may be transferred to another agency 97contra/progrems/denton U Contractor shall defend, indemnify to the extent the City of Denton is allowed to indemnify under the law, and hold harmless CTF and the State of Texas against any claim, suit, or proceeding brought against the State of Texas or CTF on the issues of infringement of any copyright, trademark, patent, or other intellectual property rights, by any product part, supplied by the Contractor to CTF under this agreement The Contractor will pay, subject to limitations specified in this paragraph, any final Judgment entered against the State of Texas or CTF on this issue in any suit or proceeding defended by the Contractor The Contractor at its sole option will be relieved of this obligation if within 30 days after CTF receives notice, CTF fails to notify the Contractor in writing of any claim, suit, or proceeding, and at the Contractor's expense, give the Contractor all information needed to settle and/or defend any claim, suit, or proceeding The Contractor will report to CTF within 30 days and in reasonable written detail, each notice of claim of copyright infringement based on the performance of this agreement of which the Contractor has knowledge V Not use funding under this contract to influence the outcome of elections or the passage or defeat of any legislative measures W All notices given regarding this contract shall be sent to the following addresses Children's Trust Fund of Texas City of Denton Community Development Office 8929 Shoal Creek Blvd , Suite 200 (contractor name) Austin, TX 78757-6854 100 W Oak. Ste 208 (address) Denton TX 76201 IV The Children's Trust Fund of Texas Council agrees to Pay the Contractor for all services that are rendered in accordance with the terms of this agreement and its attached Plan of Operation, upon receipt of a CTF Monthly Expenditure Documentation Form PG-026 after deducting any known previous overpayment made by CTF Total payments during the term of this agreement will not exceed those detailed in the attached Plan of Operation V The following instruments are attached • Plan of Operation, Budget Form PG-014, and Timeline, Form PG-003 The following documents may be incorporated into and made a part of this contract as if fully set out herein • City Council Ordinance, as necessary • Additional documents, If required 97contra/pro®'ams/denton For the faithful performance of the terms of this agreement, the parties affix their signatures and bind themselves effective upon signature of both parties, and continuing through the 31st day of August, 1997 The individuals whose signatures appear below are fully authorized to bind the parties they represent CHILDREN'S TRUST FUND OF TEXAS COUNCIL J10"M p�A66V/7Z Signature Date CTF Executive Director Title 190 sw ✓ djrDR City of Denton Contractor Name signature Title If agreement is faxed CTF and Contractor agree that this contract will be considered signed when the signature of a parry is delivered by facsimile transmission Signatures transmitted by facsimile shall have the same effect as original signatures 97wntWprogrn /demon PLAN OF OPERATION OUTLINE Problem The Vision Denton Learn Committee was formed to define how education in Denton will work for its citizens in the next century After months of research, the committee agreed on the following statements • education at all levels is critical to an individual's effectiveness as they move through the life cycle, • healthful family life encourages and supports education, • a community's health and well-being are a reflection of its citizen's health and well- being, • conscious, effectively integrated support programs for families contribute to citizens' health and well-being, and • education improves as the health and well being of the citizenry improves These facts led to the development of the Family Resource Center Task Force whose mission is to ensure that all families have access to information and assistance regarding the education, health, and general well being of their children by developing and utilizing a Family Resource Center Thus, the idea for a Family Resource Center did not develop because of a specific problem It began as a proactive decision to shape our community We have taken an asset oriented approach that views families, organizations, and institutions, formal and informal, as resources that can contribute to the health of the community II Target Population The Family Resource Center Task Force visualized a family life center that would serve as a hub for educational, support, and information and referral services for all parents and families in the City of Denton Through this approach families, schools, and family service agencies can become partners in a proactive approach to family development Denton is a city of 66,270 residents located 37 miles north-northwest of Dallas and 35 miles north-northeast of Fort Worth Denton is the county seat of Denton County, the fastest growing county in the state of Texas (1990 Census) The ethnic composition is 8 1 % Anglo, 9% Black, 2% Asian and Pacific Islander, and 8% Hispanic The Hispanic population is rapidly increasing mirroring the population trend throughout Texas The projected population for Denton in the year 2000 is 79,385 The median family income is $35,444 and 10% of Denton families live below the poverty line According to 1990 Census 18% of the 13,786 families in Denton are single parent households Of the female head of households with children five and younger, 54 7% live in poverty The Denton Independent School District has approximately 12,500 students with a longitudinal dropout rate of 1 4% However, 30% of students have been identified at risk of dropping out In addition, DISD has assessed the school readiness of kindergarten and first grade students and 23% were not school ready The task force estimates that 100 parents and 50 children will be served in the first year Parents and families will be recruited through schools and universities, social service organizations, civic groups, religious organizationshnstitutions, mass media outlets, business organizations III. Goals and Objectives The goal of the Denton Family Resource Center (DFRC) is to strengthen and support families DFRC seeks to provide assistance to build family skills and assist parents in improving their capacities to be supportive and nurturing parents, encourage parent involvement in cluldren's learning, development, and education, help parents develop and strengthen support networks that enhance effective parenting, encourage development and effective use of community resources for families, and help prevent child abuse, family violence, and other negative family outcomes The task force is currently awaiting the results of a needs assessment conducted in coordination with The University of North Texas Survey Research Center Key informant interviews with knowledgeable individuals who represent the diversity of the community have been completed The Task Force is conducting focus groups with hard to reach parents and residents In addition, the Survey Research Center will complete a random sample survey of residents and a family service provider survey A collaboration conference is being planned and will be funded by the Vision Learn Committee to facilitate coordination of information and referral services Regular meetings of a Family Resource Network, with representatives from organizations in the community, will be initiated at the conference to improve community life for families, to improve access for family members, and to facilitate families advocating for themselves and their children Results from the needs assessment and collaboration conference will help provide direction and focus for the goals and objectives of DFRC IV Plan of Action The following list contains activities that will take place during the first year of operation The tasks have been divided into five categories Board of Directors, Administration, Program, Evaluation and Funding and Public Relations The timeline details these activities further Board of Directors • Incorporate DFRC • Hire an Executive Director Orient board members regarding their role and the organization's expectations Select officers, committee structure and schedule of meetings Administration 0 Secure location and equipment Prepare three-year strategic plan Develop office and personnel policies and insurance needs Develop financial management system Proeram • Determine staff needs, advertise, and select qualified staff • Identify sources of materials needed for the referral and information resource room • Plan outreach strategies • Conduct community awareness activities about available services and volunteer opportunities • Train staff and volunteers • Select curricula materials for parent classes • Network with community agencies • Community -wide collaboration conference • Establish Parent Advisory Council Work with consultants to design an evaluation plan Fundmg and Public Relations • Work with administration staff to access ongoing funding • Plan fund raising events • Contact media outlets V. Key Individuals The Director will have the following responsibilities providing general management and oversight of DFRC office operations and staff, organizing community support for DFRC projects/programs, working with the community to establish goals and priorities, designing an evaluation plan, identifying potential funding sources, and developing and coordinating primary service delivery with emphasis placed on parent education, early childhood intervention, and family support The Board of Directors will be representative of the people, cultures and values of the community and committed to achieving the goals of DFRC The Board will be responsible for policy making and the financial system of DFRC It is anticipated that the board will share fund- raising and marketing duties with the Director A Parent Advisory Council will be formed to plan, evaluate and guide the center in being a place where any parent will feel comfortable, and where they can be assured that a knowledgeable and helpful professional staff can help meet their interests and needs The establishment of a parent phone network will be an initial objective Volunteers will play an essential role in the center Individuals will be encouraged to donate their skills and special talents This will allow all community groups to participate in the center, creating ownership that will help ensure success VI Expectations Expectations for the project include prevention of child abuse and neglect, improving parent learning and capacity as well as other family members, encouraging development and effective use of community resources, encouraging parent involvement in children's learning, development, and education, increasing the number of referrals and families served, increasing student achievement, and empowering parents to provide leadership and make decisions affecting the direction of the Center VII. Program Evaluation A brief framework of the evaluation model is described below The steps are contingent upon the identification of community needs that will determine Center goals and objectives 1) Identify Program Goals and Objectives, 2) Define Evaluation Questions, 3) Define Information needed to answer questions, 4) Identify Information Users, 5) Plan Method(s) of collecting information/data, 6) Collect Data, and 7) Data Analysis and Evaluation Report Steps 1-5 should be completed during the 1st quarter of the year It is suggested that data will be collected in-house as well as outside the agency to determine effectiveness and satisfaction of referring agencies as well as parents This evaluation may be accomplished by Center stakeholders and a University consultant It is an ongoing process that develops over time requiring activity throughout the year The end result will be an evaluation that is continuous and flexible Center staff, volunteers and parents will clearly understand the purpose and their roles in successfully carrying out the evaluation plan The City of Denton and the Denton Family Resource Center agree to participate fully in CTF statewide evaluation of funded programs It is understood that compliance with the evaluation is a condition of funding This participation may include 1) assistance in development of evaluation instruments and reporting forms, 2) attendance at training sessions, 3) timely submission of accurate data, 4) access to program clients and participants, 5) adherence to evaluation protocols and procedures, and 6) cooperation with requests from CTF and CTF program evaluators Data are likely to include 1) quarterly reports that include summaries of program activities, types of services offered, numbers and characteristics of people served, 2) client/participation outcomes that include program satisfaction, measures of knowledge, attitudes and behavior, and 3) agency records related to expenditures and administration of programs M O 4 0 a O LL W c G DC to N X N W 'f DC Z 7 A fn ei M W �pgy� • V) V1 N ti • y y v] N 1n w N LLW. sJ��+ a !& d a) w q U w q W q N N N w w q W u ro ,i 0 o H w 0 ei 140 W «ggi I .T N H U N H A N U q N w W H 8 w U W O U FA u bQ o u H [� H w W p.a p w 41 u ° '6o a od w p v x p Gmow� o w U v rl a u w P. 61 y N ++N�fI .%1 O w q .'tea o .Oi a �-roi p> ca > O w u a) •w U H w w 3 m +1 0 0 u o 0 0 " 0) a+ u u p o O o W� 0 o uo O D u y, N H w 0 w .+ .a N a q H O .. 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G) W aC W 6a y' ro Apr-03-97 02:36P P.03 CHILDREN'S TRUST FUND OF TEXAS Contract Budget (Form R-3000) August3l, 1997 Agency Name LINE ITEMS CTF AMOUNT LOCAL MATCH TOTAL PROGRAM COST Personnel -Salaries $23,331 $23,331 $9,124 $9,124 Personnel - Fringe Benefits Travel/Training for $1,500—Austin $1591—Volunteer H ura StaffNolunteers $5,000—Martin $4,776—Training ¢23.867 Consumable Office/Program supplies $4,166 $4,166 Other Telephone i2,000 $2,000 $1,667 $1,667 Postage Printing/Duplication $1.667 $1,667 $5,805—incentives child care $5.805 (as approved) $65,260 $6,367 $71.627 GRAND TOTAL - Total Program Costs reflect the expenditures for activities in your plan of operation - All amounts should be shown in wholl dollars This form must be typewritten and will be Included in the contract - A minimum match of 10% of the CTF grant amount is required for the first year of funding, 20% for the second year and 50% for the third year Expenses not reimbursable from CTF funds or used as match are: - Office space rental - Real estate payment - Utility payment - Equipment purchase - Vehicle rental or purchase - Office furniture rental or purchase - Indirect costs such as administrative overhead, fundraising expenses, insurance, Janitorial services or other capita( expenditures j \pm run Vo 0000 R 3N6. 1996 -1997 SERVICE AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND DENTON FAMILY RESOURCE CENTER, INC. This Agreement is hereby entered into by and between the City of Denton, Texas, a home rule municipal corporation, hereinafter referred to as "City", and the Denton Fanuly Resource Center, Inc , a non-profit corporation, 1213 Locust Street, Suite L(1), Denton, Texas 76201, hereinafter referred to as "Organization", WHEREAS, City has determined that the proposal for services merits assistance and can pro- vide needed services to citizens of City and has accepted funds from the Children's Trust Fund of Texas ("CTF") for the purpose of paying for contractual services, NOW, THEREFORE, the parties hereto mutually agree as follows I SCOPE OF SERVICES Organization shall in a satisfactory and proper manner perform the following tasks, for which the monies provided by City may be used Provide a Family Resource Center to offer access to information and assistance regarding the education, health, and general well-being of their children Organization shall perform those services described in the Plan of Operation herein attached as Exhibit A II OBLIGATIONS OF ORGANIZATION In consideration of the receipt of funds from City, Organization agrees to the following terms and conditions A A sum not to exceed Sixty-five Thousand Two Hundred Sixty Dollars ($65,260) may be paid to Organization by City on a reimbursement basis, subject to payment of money to the City by CTF on a cost -reimbursement basis in accordance with that certain Contract for Child Abuse Prevention Services Children's Trust Fund of Texas Council between the City and CTF, hereinafter referred to as "CTF Contract" The only expenditures reimbursed from these funds shall be those in accordance with the project budget, attached hereto as Exhibit B and incorporated herein by reference, for those expenses listed in the scope of services as provided herein Organization shall not utilize these funds for any other purpose B Organization will establish, operate, and maintain an account system for this program that will allow for a tracing of funds and a review of the financial status of the program The system will be based on generally accepted accounting principles as recognized by the American Institute of Certified Public Accountants C Organization will permit authorized officials of City to review its books at any time Page 1 D Organization will reduce to writing all of its rules, regulations, and policies and file a copy with City's Community Development Office along with any amendments, additions, or revisions whenever adopted E Organization will not enter into any contracts that would encumber City funds for a period that would extend beyond the term of this Agreement F Organization will promptly pay all bills when submitted unless there is a discrepancy in a bill, any errors or discrepancies in bills shall be promptly reported to City's Executive Director of Finance, or her authorized representative, for further direction G Organization will appoint a representative who will be available to meet with City's Executive Director of Finance and other City officials when requested H Organization will establish a method to ensure the confidentiality of records and other informa- tion relating to clients subject to applicable federal and state law, rules, and regulations, includ- ing but not limited to the Public Information Act, chapter 552 of the Texas Government Code Client information shall only be released in accordance with the decision of the Office of the Attorney General Organization will indemnify and hold harmless City, its officers and employees, from any and all claims and suits arising out of the activities of Organization, its employees, and/or contrac- tors Organization will submit to City copies of year-end audited financial statements K Organization shall fully comply with all the requirements of the CTF Contract, including, without limitation, all the requirements and federal and state law, rules, regulations, and guide- lines, and all the requirements of Section III of said CTF Contract, a true and correct copy of which is attached to this Agreement as Exhibit C and made a part of this Agreement for all pur- poses In particular, Organization agrees to do the following Adhere to federal and state law, rules, regulations, and guidelines provided in the CTF Handbook and Guide to Procedures for Grants made available on an annual basis a Comply with Title VI of the Civil Rights Act of 1964 (Public Law 88-352), Section 504 of the Rehabilitation Act of 1973 (Public Law 93-112), the Americans with Disabilities Act of 1990 (Public Law 101-336), and all amendments to each, and all requirements imposed by the regulations issued pursuant to these acts These provide, in part, that no persons in the United States shall, on the grounds of race, color, national origin, sex, age, disability, political beliefs, or religion be excluded from participation in, or denied, any aid, care, service, or other benefits provided by federal and/or state funding, or otherwise be sub- jected to discrimination Page 2 b Comply with the requirements of the Immigration Reform and Control Act of 1986 regarding employment verification and retention of verification forms for any individu- als hired on or after November 6, 1986, who will perform any labor or services under any contract between Organization and City c Comply with Health and Safety Code §85 113 (relating to workplace and confidenti- ality guidelines regarding AIDS and HIV) 3 Comply with appropriate state licensing or certification requirements and with standards prescribed by the Secretary of the United States Department of Health and Human Services 4 a Report any suspected case of abuse or neglect to the Texas Department of Protective and Regulatory Services (DPRS) or a local law enforcement agency office as required by Act of April 20, 1995, 74' Leg , Reg Sess , ch 20, § 1, 1995 Tex Sess Law Sery 113, 260 (Vernon) (to be codified as Tex Fam Code Ann §261 101 et seq ) b Verify and disclose, or cause its employees and volunteers to verify and disclose, cnmi- nal history and any current criminal indictment involving an offense against the person, an offense against the family, or an offense involving public indecency under the Texas Penal Code as amended, or an offense under the Texas Controlled Substances Act, Tex Rev Civ Stat Ann art 4476-15 as amended This verification and disclosure will be required of all who have direct contact with clients Be subject to an audit by a Certified Public Accountant and provide a copy of the audit to City and CTF Organization is expected to create and maintain adequate and auditable fis- cal records, such as annual financial statements, tax returns, and agency budgets may be re- quired and shall be made available to City or CTF upon request Use generally accepted accounting procedures as recognized by the American Institute of Certified Public Accountants and follow CTF financial management policies and proce- dures in maintaining fiscal records required to be kept under this Agreement 7 Hold the CTF of Texas and City harmless and indemnify the CTF Council and City, their officers, and employees, from and against all claims, demands, and causes of action which may be asserted by any third party in connection with the performance of contracted serv- ices Provide services in accordance with the Plan of Operation and allow CTF and City to monitor same Some possible methods may include on -site visits, document review, ques- tionnaires, or interviews 9 Participate fully in any evaluation study of this program authorized by CTF or City Page 3 10 Not transfer or assign this Agreement without the prior written consent of CTF and City CTF and City shall not transfer or assign this Agreement without consent of Organization Transfer or assignment without prior written consent of either party may result in termina- tion of the Agreement in accordance with Section IIG of the CTF Contract 11 Establish a method to ensure the confidentiality of records and other information relating to clients subject to applicable federal and state laws, rules, and regulations, including but not limited to the Public Information Act, chapter 552 of the Texas Government Code Cli- ent information shall only be released in accordance with the decision of the Office of the Attorney General 12 a Submit billings for services and statistical documentation as required by CTF and City to be received on the 15' day following the last day of the month in which the service is provided Non -receipt of the required billmg and statistical documentation by this date will be considered failure to comply with the Agreement Failure to comply is valid justifica- tion for immediate termination of this Agreement and/or nonpayment of the billings or any portion of the billings that are not received within the specified time limit The Organiza- tion further agrees to certify the amount of local financial participation directly supporting the service being purchased with each request for payment submitted to CTF and City for reimbursement b Submit performance reports quarterly or as required by CTF and City to b e received by the 15' day following the last day of each quarter in which the service is provided Non - receipt of the required performance reports will be considered failure to comply with the Agreement Failure to comply is valid justification for immediate termination of this Agreement The Organization agrees that the information submitted is true and accurate The Organization further agrees to supply documentation to City for the purposes of veri- fying reported information if requested 13 Make available at reasonable times and for reasonable periods client records, books, and supporting documents pertaining to services provided for inspecting, monitoring, auditing, or evaluating by CTF and City personnel or their representatives 14 Maintain and keep financial and supporting documents, statistical records, and other records pertinent to the services for which a claim was submitted The records and documents will be kept for a mimmum of four (4) years after the termination of the Agreement If any liti- gation, claim, or audit involving these records begins before the four-year period expires, the Organization will keep the records and documents for not less than four (4) years and until all litigation, claims, or audit findings are resolved The case is considered resolved when a final order is issued in litigation, or a written agreement is entered into between CTF and City and City and Organization Organization will keep records of nonexpendable property acquired under the Agreement for four (4) years after final deposition of the prop- erty Contract period means the beginning date through the ending date specified in the original agreement, extensions are to be separate contract periods The contract period of Page 4 renewed only twice, unless certain circumstances as determined by the CTF Council and City require an extension of the period 15 Account for program income related to projects financed in whole or in part with state funds or implemented on behalf of the CTF program Program income means gross income earned by the Organization from contract -supported activities Program income earned during the contract period shall be retained by the Organization and, in accordance with the Agreement, shall be • Added to funds committed to the program by CTF and City and Organization and be used to further eligible program objectives, or • With prior approval, used to finance the local match share of the program Records must be maintained to indicate deposit of funds back to the Children's Trust Fund of Texas program If more than one source provides momes for activities generating pro- gram income, amounts deposited must be pro -rated 16 Notify CTF and City immediately of any significant change affecting the Organization and Organization's identity, such as ownership or control, name change, governing board mem- bership, vendor identification number, and personnel changes affecting the contracted services Changes must be provided in writing to CTF and City within 10 working days after the changes are effective 17 Refrain from entering into any subcontract for services without prior approval in writing by CTF and City of the qualifications of the subcontractor to perform and meet the stan- dards of this Agreement and its attached Plan of Operation All subcontracts entered into by the Organization will be subject to the requirements of this Agreement The Organiza- tion agrees to be responsible to CTF and City for the performance of any subcontractor 18, Be responsible for any audit exception or other payment irregularity in the program covered by this Agreement, and all subcontracts, which is found after monitoring or auditing by CTF and City or the United States Department of Health and Human Services, and be re- sponsible for the collection and proper reimbursement to CTF and City of any amount paid in excess of the proper billing amount 19 Place prominent notices allowing the funding Organization receives from CTF and City in all of its literature that describes services covered by this Agreement These notices will also appear in the Orgamzation's annual report, if any 20 Acknowledge CTF and City copyright ownership for all materials, published and unpub- lished, that are created with CTF and City funds All original works of authorship created using CTF and City funds shall be deemed a work -made -for -hire CTF shall own the copy- right and all other rights in such a work In the event that it is determined not to be a work - Page 5 right and all other rights in such a work In the event that it is determined not to be a work - made -for -hire, Orgamzation hereby assigns all rights in the works, including any copyright, to CTF CTF agrees to provide the developer of the work a non-exclusive, royalty -free li- cense to use, reproduce, display, and distribute the work CTF shall be a co-owner of the copyright of a work that is created with more than one source of funding as provided by the United States Copyright Law CTF has the right to use, reproduce, and distribute any mate- rial written or produced by the Organization that is the subject of this Agreement If the Organization is no longer in operation for any reason, all materials produced with CTF funds must be returned to CTF, or, with CTF and City approval, may be transferred to an- other agency 21 Orgamzation shall defend, indemnify, and hold harmless CTF, City and the State of Texas against any claim, suit, or proceeding brought against the State of Texas, CTF, or City on the issues of infringement of any copyright, trademark, patent, or other intellectual property rights, by any product part, supplied by Organization to CTF or City under this Agreement The Organization will pay, subject to limitations specified in this paragraph, any final judgment entered against the State of Texas, CTF, or City on this issue in any suit or pro- ceeding defended by the Organization The Organization, at its sole option, will be relieved of this obligation if within 30 days after CTF and City receive notice, CTF and City fail to notify the Organization in writing of any claim, suit, or proceeding, and at the Organiza- tion's expense, give the Organization all information needed to settle an/or defend any claim, suit, or proceeding The Organization will report to the CTF and City within 30 days and in reasonable written detail, each notice of claim of copyright infringement based on the performance of this Agreement of which the Organization has knowledge 22 Not use funding under this Agreement to influence the outcome of elections or the passage or defeat of any legislative measures 23 All notices given regarding this Agreement shall be sent to the following addresses Children's Trust City of Denton Denton Family Resource Fund of Texas Community Development Office Center, Inc 8929 Shoal Creek Blvd 100 W Oak, Suite 208 1213 Locust Street Suite 200 Denton, Texas 76201 Suite L(1) Austin, Texas 78757-6854 Denton, TX 76201 III TIME OF PERFORMANCE The services funded by City shall be undertaken and completed by Organization within the fol- lowing time frame April 1, 1997 through September 30, 1997, unless the contract is sooner terminated under Sec- tion VII "Suspension or Termination" Page 6 IV PAYMENTS A Payments to Organization City shall pay to Organization a maximum amount of money not to exceed Sixty-five Thousand Two Hundred Sixty Dollars ($65,260) for services rendered un- der this Agreement, contingent on receipt of funds by City from CTF under the CTF Contract Payments will be based on a projection of monthly expenditures with reconciliation at the end of the month Documentation of expenditures must be submitted to the Community Develop- ment Office by the 10°i day following the last day of the month in which the service was pro- vided Organization's failure to provide the information on a timely basis, may jeopardize pres- ent or future funding B Costs shall be considered allowable only if incurred directly specifically in the performance of and in compliance with this Agreement and in conformance with the standards and provisions of Exhibits A and B C Approval of Organization's budget, Exhibit B, does not constitute prior written approval, even though certain items may appear herein City's prior written authorization is required in order for the following to be considered allowable costs Encumbrance or expenditure during any one month period which exceeds one-fourth (1/4) of the total budget as specified in Exhibit B 2 City shall not be obligated to any third parties, including any subcontractors of Organiza- tion, and City funds shall not be used to pay for any contract service extending beyond the expiration of this Agreement Written requests for prior approval are Organization's responsibility and shall be made within sufficient time to permit a thorough review by City Organization must obtain written approval by City prior to the commencement of procedures to solicit or purchase services, equipment, or real or personal property Any procurement or purchase which may be approved under the terms of this Agreement must be conducted in its entirety in accordance with the provisions of this Agreement D Excess Payment Organization shall refund to City within ten (10) working days of City's request, any sum of money which has been paid by City and which City at any time thereafter determines has resulted in overpayment to Organization, or has not been spent strictly in accordance with the terms of this Agreement, or is not supported by adequate documentation to fully justify the expenditure Page 7 E Deobligation of Funds In the event that actual expenditures deviate from Organization's provision of a corresponding level of performance, as specified in Exhibit A, City hereby re- serves the right to reappropriate or recapture any such under expended funds F Contract Close Out Organization shall submit the contract close out package to City, together with a final expenditure report, for the time period covered by the last invoice requesting reim- bursement of funds under this Agreement, within fifteen (15) working days following the close of the contract period Organization shall utilize the form agreed upon by City and Organiza- tion V PROGRAM INCOME A For purposes of this Agreement, "program income" means earnings of Organization realized from activities resulting from this Agreement or from Organization's management of funding provided or income from interest, usage or rental or lease fees, income produced from contract - supported services of individuals or employees or from the use or sale of equipment or facilities of Organization provided as a result of this Agreement, and payments from clients or third par- ties for services rendered by Organization under this Agreement B Organization shall maintain records of the receipt and disposition of program income in the same manner as required for other contract funds, and reported to City in the format prescribed by City City and Organization agree that any fees collected for services performed by Organi- zation shall be spent only for service provision These fees or other program income will be de- ducted from the regular payment request C Organization shall include this Section in its entirety in all of its sub -contracts which involve other income -producing services or activities D It is Organization's responsibility to obtain from City a prior determination as to whether or not income arising directly or indirectly from this Agreement, or the performance thereof, consti- tutes program income Organization is responsible to City for the repayment of any and all amounts determined by City to be program income, unless otherwise approved in writing by City VI EVALUATION Organization agrees to participate in an implementation and maintenance system whereby the services can be continuously monitored Organization agrees to make available its financial records for review by City at City's discretion In addition, Organization agrees to provide City the following data and reports, or copies thereof A All external or internal audits Organization shall submit a copy of the annual independent audit to City within ten (10) days of receipt Audit will be conducted by a certified public accountant B All external or internal evaluation reports Page 8 C Quarterly performance/beneficiary reports to be submitted in January, April, July and Septem- ber D Organization agrees to submit quarterly financial statements in January, April, July, and Sep- tember Each statement shall include current and year-to-date period accounting of all revenues, expenditures, outstanding obligations and beginning and ending balances E An explanation of any major changes in program services F To comply with this section, Organization agrees to maintain records that will provide accurate, current, separate, and complete disclosure of the status of funds received and the services per- formed under this Agreement Organization's record system shall contain sufficient documenta- tion to provide in detail full support and justification for each expenditure Organization agrees to retain all books, records, documents, reports, and written accounting procedures pertaining to the services provided and expenditure of funds under this Agreement for the period of time and under the conditions specified by the City G Nothing in the above subsections shall be construed to relieve Organization of responsibility for retaining accurate and current records which clearly reflect the level and benefit of services provided under this Agreement VII During the term of this Agreement, Organization shall deliver to City copies of all notices of meetings of its Board of Directors, setting forth the time and place thereof Such notice shall be delivered to City in a timely manner to give adequate notice, and shall include an agenda and a brief descnpuon of the matters to be discussed Organization understands and agrees that City's representa- tives shall be afforded access to all meetings of its Board of Directors Minutes of all meetings of Organization's governing body shall be available to City within ten (10) working days of approval VIII SUSPENSION OR TERMINATION A The City may terminate tlus Agreement with cause if the Organization violates any covenants, agreements, or guarantees of this Agreement, the Organization's insolvency or filing of bank- ruptcy, dissolution, or receivership, or the Organization's violation of any law or regulation to which it is bound under the terms of this Agreement B This agreement is subject to cancellation, either in whole or in part, and on the availability of state and/or federal funds If funds for the agreement become unavailable during any budget pe- riod, and CTF is unable to obtain additional funds, then tlus agreement will be terminated or re- duced Termination under this section shall not subject CTF to a penalty or other claims Page 9 C The City may terminate this Agreement for convenience at any time If this Agreement is terminated for convenience by the City, Organization will be paid an amount not to exceed the total amount of accrued expenditures as of the effective date of termination In no event will this compensation exceed an amount which bears the same ratio to the total compensation as the services actually performed bears to the total services of Organization covered by the Agreement, less payments previously made In case of suspension, City shall advise Organization, in writing, as to conditions precedent to the resumption of funding and specify a reasonable date for compliance In case of temunation, Organization will remit to City any unexpended City funds Acceptance of these funds shall not constitute a waiver of any claim City may otherwise have arising out of this Agreement IX EQUAL OPPORTUNITY AND COMPLIANCE WITH LAWS A Organization will submit for City approval, a written plan for compliance with the Equal Employment and Affirmative Action Federal provisions, within one hundred twenty (120) days of the effective date of this Agreement B Organization shall comply with all applicable equal employment opportunity and affirmative action laws or regulations C Organization will comply with Title VI of the Civil Rights Act of 1964 (Public Law 88-352), Section 504 of the Rehabilitation Act of 1973 (Public Law 93-112), the Americans with Dis- abilities Act of 1990 (Public Law 101-336), and all amendments to each, and all requirements imposed by the regulations issued pursuant to these acts These provide, in part, that no persons in the United States shall, on the grounds of race, color, national origin, sex, age, disability, po- litical beliefs or religion be excluded from participation in, or denied, any aid, care, service, or other benefits provided by federal and/or state funding, or otherwise be subjected to discrmuna- tion D Comply with the requirements of the Immigration Reform and Control Act of 1986 regarding employment verification and retention of verification forms for any individuals lured on or after November 6, 1986, who will perform any labor or services under any contract between CTF and the Contractor E Comply with Health and Safety Code Section 85 113 (relating to workplace and confidentiality guidelines regarding AIDS and HIV) F Comply with appropriate state licensing or certification requirements and with standards pre- scribed by the Secretary of the United States Department of Health and Human Services G Report any suspected case of abuse or neglect to the Texas Department of Protective and Regulatory Services (DPRS) or a local law enforcement agency office as required by Act of Page 10 Apn120, 1995, 74th Leg,, Reg Sess , ch 20, § 1, 1995 Tex Sess Law Sery 113, 260 (Vernon) (to be codified as Tex Fain Code Ann '261 101 et seq) H Verify and disclose, or cause its employees and volunteers to verify and disclose, criminal history and any current criminal indictment involving an offense against the person, an offense against the family, or an offense involving public indecency under the Texas Penal Code as amended, or an offense under the Texas Controlled Substances Act, Tex Rev Civ Stat Ann Art 4476-15 as amended This verification and disclosure will be required of all who have di- rect contact clients Organization will furnish all information and reports requested by City, and will permit access to its books, records, and accounts for purposes of investigation to ascertain compliance with local, State and Federal rules and regulations In the event of Organization's non-compliance with the non-discrimination requirements, the Agreement may be canceled, terminated, or suspended in whole or in part, and Organization may be barred from further contracts with City X WARRANTIES ORGANIZATION represents and warrants that A All information, reports and data heretofore or hereafter requested by City and famished to City, are complete and accurate as of the date shown on the information, data, or report, and, since that date, have not undergone any significant change without written notice to City B Any supporting financial statements heretofore requested by City and furnished to City, are complete, accurate and fairly reflect the financial conditions of Organization on the date shown on said report, and the results of the operation for the period covered by the report, and that since said data, there has been no material change, adverse or otherwise, in the financial condi- tion of Organization C No litigation or legal proceedings are presently pending or threatened against Organization D None of the provisions herein contravenes or is in conflict with the authority under which Organization is doing business or with the provisions of any existing indenture or agreement of Organization E Organization has the power to enter into this Agreement and accept payments hereunder, and has taken all necessary action to authorize such acceptance under the terms and conditions of this Agreement F None of the assets of Organization are subject to any lien or encumbrance of any character, except for current taxes not delinquent, except as shown in the financial statements furnished by Organization to City Page 11 Each of these representations and warranties shall be continuing and shall be deemed to have been repeated by the submission of each request for payment XI CHANGES AND AMENDMENTS A Any alterations, additions, or deletions to the terms of this Agreement shall be by written amendment executed by both parties, except when the terms of this Agreement expressly pro- vide that another method shall be used B Organization may not make transfers between or among approved line -items within budget categories set forth in Exhibit B without prior written approval of the Community Development Administrator for the City Organization shall request, in writing, the budget revision in a form prescribed by City, and such request for revision shall not increase the total monetary obligation of City under this Agreement In addition, budget revisions cannot significantly change the na- ture, intent, or scope of the program funded under this Agreement C Organization will submit revised budget and program information, whenever the level of funding for Organization or the program(s) described herein is altered according to the total lev- els contained in any portion of Exhibit B D It is understood and agreed by the parties hereto that changes in the State, Federal or local laws or regulations pursuant hereto may occur during the term of this Agreement Any such modifi- cations are to be automatically incorporated into this Agreement without written amendment hereto, and shall become a part of the Agreement on the effective date specified by the law or regulation E City may, from time to time during the term of the Agreement, request changes in Exhibit A which may include an increase or decrease in the amount of Organization's compensation Such changes shall be incorporated in a written amendment hereto, as provided in Subsection A of this Section F Any alterations, deletions, or additions to the Contract Budget Detail incorporated in Exhibit B shall require the prior written approval of City G Organization agrees to notify City of any proposed change in physical location for work per- formed under this Agreement at least thirty (30) calendar days in advance of the change H Organization shall notify City of any changes in personnel or governing board composition It is expressly understood that neither the performance of Exhibit A for any program contracted hereunder nor the transfer of funds between or among said programs will be permitted Page 12 XII. INDEMNIFICATION A. It is expressly understood and agreed by both parties hereto that City is contracting with Organization as an independent contractor and that as such, Organization shall save and hold City, its officers, agents and employees harmless from all liability of any nature or hind, including costs and expenses for, or on account of, any claims, audit exceptions, de- mands, suits or damages of any character whatsoever resulting in whole or in part from the performance or omission of any employee, agent or representative of Organization. B. Organization agrees to provide the defense for, and to indemnify and hold harmless City its agents, employees, or contractors from any and all claims, suits, causes of action, de- mands, damages, losses, attorney fees, expenses, and liability arising out of the use of these contracted funds and program administration and implementation except to the extent caused by the willful act or omission of City, its agents or employees. XII1 INSURANCE A Organization shall observe sound business practices with respect to providing such bonding and insurance as would provide adequate coverage for services offered under this Agreement B The premises on and in which the activities described in Exhibit A are conducted, the employees conducting these activities, shall be covered by premise liability insurance, commonly referred to as "Owner/Tenant" coverage with City named as an additional insured Upon request of Or- ganization, City may, at its sole discretion, approve alternate insurance coverage arrangements C Organization will comply with applicable workers' compensation statutes and will obtain employers' liability coverage where available and other appropriate liability coverage for pro- gram participants, if applicable D Organization will maintain adequate and continuous liability insurance on all vehicles owned, leased, or operated by Organization All employees of Organization who are required to drive a vehicle in the normal scope and course of their employment must possess a valid Texas Driver's license and automobile liability insurance Evidence of the employee's current posses- sion of a valid license and insurance must be maintained on a current basis in Organization's files E Actual losses are not covered by insurance as required by this Section are not allowable costs under this Agreement, and remain the sole responsibility of Organization F The policy or policies of insurance shall contain a clause which requires that City and Organiza- tion be notified in writing of any cancellation or change in the policy at least thirty (30) days prior to such change or cancellation Page 13 XIV CONFLICT OF INTEREST A Organization covenants that neither it nor any member of its governing body presently has any interest, direct or indirect, which would conflict in any manner or degree with the performance of services required to be performed under this Agreement Organization further covenants that in the performance of this Agreement, no person having such interest shall be employed or ap- pointed as a member of its governing body B Organization further covenants that no member of its governing body or its staff, subcontractors or employees shall possess any interest in or use his/her positron for a purpose that is or gives the appearance of being motivated by desire for private gam for himself/herself, or others, par- ticularly those with which he/she has family, business, or other ties C No officer, member, or employee of City and no member of its governing body who exercises any function or responsibilities in the review or approval of the undertaking or carrying out of this Agreement shall (1) participate in any decision relating to the Agreement which affects his personal interest or the interest in any corporation, partnership, or association in which he has direct or indirect interest, or (2) have any interest, direct or indirect, in this Agreement or the proceeds thereof XV NEPOTISM Organization shall not employ in any paid capacity any person who is a member of the immedi- ate family of any person who is currently employed by Organization, or is a member of Organ zation's governing board The term "member of immediate family" includes wife, husband, son, daughter, mother, father, brother, sister, in-laws, aunt, uncle, nephew, niece, step-parent, step -child, half-brother and half-sister XVI NOTICE Any notice or other written instrument required or permitted to be delivered under the terms of this Agreement shall be deemed to have been delivered, whether actually received or not, when deposited in the United States mail, postage prepaid, registered or certified, return receipt requested, addressed to Organization or City, as the case may be, at the following addresses CITY City of Denton, Texas Attn City Manager 215 E McKinney Denton, TX 76201 ORGANIZATION Director Denton Family Resource Center 1213 Locust, Suite L(1) Denton, TX 76201 Either party may change its marling address by sending notice of change of address to the other at the above address by certified marl, return receipt requested Page 14 XVII MISCELLANEOUS A Organization shall not transfer, pledge or otherwise assign this Agreement or any interest therem, or any claim arising thereunder to any party or parties, bank, trust company or other fi- nancial institution without the prior written approval of City B If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect and continue to conform to the original intent of both parties hereto C In no event shall any payment to Organization hereunder, or any other act or failure of City to insist in any one or more instances upon the terms and conditions of this Agreement constitute or be construed in any way to be a waiver by City of any breach of covenant or default which may then or subsequently be committed by Organization Neither shall such payment, act, or omission in any manner impair or prejudice any right, power, privilege, or remedy available to City to enforce its rights hereunder, which rights, powers, privileges, or remedies are always specifically preserved No representative or agent of City may waive the effect of this provi- sion D This Agreement, together with referenced exhibits and attachments, constitutes the entire agreement between the parties hereto, and any prior agreement, assertion, statement, understand- ing, or other commitment occurring during the term of this Agreement, or subsequent thereto, have any legal force or effect whatsoever, unless properly executed in writing, and if appropri- ate, recorded as an amendment of this Agreement E In the event any disagreement or dispute should arise between the parties hereto pertaining to the interpretation or meaning of any part of this Agreement or its governing rules, codes, laws, ordinances, or regulations, City as the party ultimately responsible to HUD for matters of com- pliance, will have the final authority to render or to secure an interpretation F This Agreement shall be interpreted in accordance with the laws of the State of Texas and venue of any litigation concerning this Agreement shall be in a court of competent jurisdiction sitting in Denton County, Texas IN WITNESS WHEREOF, the parties do hereby affix their signatures and enter into this Agreement as of the (�' ` day of / I /Lld.., 1997 Page 15 ATTEST JENNIFER WALTERS, CITY SECRETARY BY APPROVED AS TO LEGAL FORM HERBERT PROUTY, CITY ATTORNEY ATTEST BY • i i �I�, SECRETARY / / E \WPDOCS\K\DFRC CITY OF DENTON, TEXAS BY TED BENAVIDES, CITY MANAGER DENTON FAMILY RESOURCE CENTER, INC 'l BY'- PRESIDENT Page 16