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Home My WebLink About2014-126c:\users\100896\documents\sery agr-denton parks foundation-cinco de mayo.doc *RDINANCE NO. 2014-12,f AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING AN AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND DENTON PARKS FOUNDATION; AUTHORIZING AND RATIFYING THE EXPENDITURE OF FUNDS; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City Council of the City of Denton hereby finds that the Agreement between the City and Denton Parks Foundation for Cinco de Mayo, attached hereto and made a part hereof by reference (the "Agreement"), serve a municipal and public purpose and is in the public interest; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings set forth in the preamble of this Ordinance are incorporated by reference into the body of this Ordinance as if fully set forth herein. SECTION 2. The City Manager, or his designee, is hereby authorized to execute the Agreement and to exercise all rights and duties of the City under the Agreement, including authorizing and ratifying the expenditure of funds. SECTION 3. This Ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 2014. MARK A". 13tj-RRO[jGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPRI; l"D AS0 LEGAL FORM: ANITA BtJR(.'.I'ESS, CITY ATTORNEY Macintosh HD:Users:mollytampke:Library:Containers:com.apple.mail:Data:Library:MaiI Downtoads:Sery Agr - Parks Foundation Cinco de Mayo. doc SERVICE AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS ANT DENTON PARKS FOUNDATION This Agreement is hereby entered into by and between the City of Denton, Texas, a home rum municipal corporation, hereinafter referred to as "City", and Denton Parks Foundation, a not f profit corporation, hereinafter referred to as "Foundation". I WHEREAS, City has determined that the proposal for services merits assistance and earl provide needed services to citizens of City and has provided funds in its budget for stage rental I uring Cinco de Mayo; and WHEREAS, this Agreement serves a valid municipal and public purpose and is in the public interest; Foundation shall, in a satisfactory and proper manner, perform the following tasks, for which the monies provided by City may be used: the funds being provided will go towards the cost of statge rental during Cinco de Mayo. In consideration of the receipt of funds from City, Foundation agrees to the following terni .7nd conditions: A. SixHundred Dollars/100 ($600.00) shall be paid to Foundation by City to be utilized for the purposes set forth in Article 1. B. Foundation will maintain adequate records to establish that the City funds are used for the purposes authorized by this Agreement. D. Upon request, Foundation will provide to City its By Laws and any of its rules and regulations that may be relevant to this Agreement. E. Foundation will not enter into any contracts that would encumber City funds for a ji,eriod that would extend beyond the term of this Agreement. F. Foundation will appoint a representative who will be available to meet with City officials when requested. Macintosh HD:Users:rno11ytarnpke: Library:Containers:coin. applemail: Data: Libraiy:Mail Downloads:Sery Agr - Parks Foundation Cinco de Mayo.doc The services funded by City shall be undertaken and completed by Foundation within the following time frame: The term of this Agreement shall commence on the effective date and terminate September 30, 2014, unless the contract is sooner terminated under Section V11 "Suspension or Termination". A. PAYMENTS To FOUNDATION. City shall pay to Foundation the sum specified in Article 11 after the effective date of this Agreement. B. ExCESS PAYMENT. Foundation shall refund to City within ten (10) working days of anpr sum of monep which has been ftaid bgi Citgj and which Citk, at anki time thereafter 1**L�S-nwyest, :1 deten-nines: Foundation agrees to participate in an implementation and maintenance system whereby t1l services can be continuously monitored. Foundation agrees to make available its bank statezents and reports, or copies thereof: B. To comply with this section, Foundation agrees to maintain records that will provide accurate,. current—selyaratel. and com!-?Iete disclosure of the status of funds received and the services performed under this Agreement. Foundation's record system shall contain sufficient documentation to provide in detail full support and justification for each expenditure. Foundation agrees to retain all books records-. documents, re3orts. and written accountin%mv;�,�. WqrWininjq_-&�&Qiz;6q, provided and expenditure of funds under this Agreement for five years. C. Nothing in the above subsections shall be construed to relieve Foundation of services provided under this Agreement. Macintosh HD:U sers:rnol lytampke: Library: Containers:corn. apple.mail: Data: Library:Mail Downloads:Sery Agr - Parks Foundation Cinco do Mayo.doc Minutes of all meetings of Foundation's governing body shall be available to City within ten (10) working days of approval. The City may terminate this Agreement for cause if Foundation violates any covenantl .?..V,re,;�.ments.-or.e,uarantees of this A reement 'the Foundati on's insolvenck:A or filin-yrOdaraii mgmj;� dissolution, or receivership, or the Foundation's violation of any law or regulation to which it is bound under the terms •` this Agreement. The City may tenninate this Agreement for • reaso • specifically enumerated in this paragraph. I A. Foundation shall comply with all applicable equal employment opportunity and affirmative action laws or regulations. B . Foundation 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. C. in the event • Foundation's noncompliance with the nondiscrimination requiremen be canceled. terminated. or sus prided in whole riart. and Four be barred • further contracts with City. 133M�� A. All information, reports and data heretofore or hereafter requested by City a 4 OW_ and, since that date, have not undergone any significant change without written notice to City. B. Any supporting bank statements heretofore requested by City and furnished to City, W-WWWW'Wa. IP__6&3ImG�L SUTI, 1UPIL)IL, dII& LIM I CS LI LS UI LIIU UPVIdLIUII IUI tll"�ICIIIV(t OWTUCI Ij UIC I data, there has been no material change, adverse or otherwise, in the financial condition of Foundation. C. No litigation or legal proceedings are presently pending or threatened against Foundation. D. None ♦ the provisions herein contravenes • is in conflict with the authority under WirkdrT *Wrf d& �, Usirregs +V-004mm Foundation. Macintosh HD:Users:mollytimpke:Library:Containeis:com. apple.mail: Data: Library: Mail Downloads:Sery Agr - Parks Foundation Cinco de Mayo.doe E. Foundation has the 1• to enter into this • and accept •. hereunder, and has taken all necessary action to authorize such acceptance under the terms and conditions • this Agreement. F. None of the assets of Foundation are subject to any lien or encumbrance of arli • Foundation to City. Each • these representations and warranties shall be continuing and shall • deemed to hai been repeated by the submission of each request for payment. A. Any alterations, additions, • deletions to the terms • this Agreement shall be t2 written amendment executed by both parties, except when the terms of this Agreement express provide that another method shall be used. i B . It is understood and agreed by the parties hereto that changes in the State, Federal or • laws • regulations pursuant hereto may • during the term • this Agreement. Any such hereto, and shall become a part of the Agreement on the effective date specified by the law or regulation. C. Foundation shall notify City of any changes in personnel or governing board composition. XI. INDEMN11"ICATION To the extent authorized by law, the Foundation agrees to indemnify, hold harmless, and defend the City, its officers, agents, and employees from and against any and all claims or suits for injuries, damage, loss, or liability of whatever kind or character, arising out of or in connection with the • • • '*jesew.icegci I part, upon allegations of negligent or intentional acts of Foundation, its officers, employees, agents, subcontractors, licensees and invitees. A. Foundation covenants that neither it nor any member of its governing body presently has any interest, direct • indirect, which would • in any manner • degree with the performance of services required to be performed under this Agreement. Foundation further covenants that in the performance of this Agreement, no person having such interest shall be employed or appointed as a member of its governing body. Macintosh HD:Users:rnollytarnpke: Library:Containers: corn. apple.mail: Data: Library: Mail Downloads:Sery Agr - Parks Foundation Cinco de Mayo.doc 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 provision. D. This Agreement, together with referenced exhibits and attachments, constitutes the entire agreement between the parties hereto, and any prior agreement, assertion, statement, understanding, 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 appropriate, recorded as an amendment of this Agreement. E. 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 W HEREOF, the par[ies do hereby affix di cjir 'i Ina kires and enter into this 4'vllau Agreement as of the (lay , 20 '"�-' 1 IM OULD: T N I MAN 0 0 1 1 B . ... .. ..... ... 7�7 bl6RGE C- CAMPBELI, CITYMANAGER BY MO 11- Y T mI EXECUTIVE DI ."GrOR