1997-047J \WPDOCS\ORD\DCDC ORD
ORDINANCE NO q g-O¥
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" an substantially the form attached hereto and made a part of
th~s 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 C~ty Council authorizes the expenditure
of funds ~n the amount and manner as specified in the Contract
SECTION III That this ordinance shall become effective
· mmedlately upon ~ts passage and approval
PASSED AND APPROVED this the /~ day of~, 1997
J~ MILLER, MAYOR
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
STATE OF TEXAS §
COUNTY OF DENTON §
Thls contract is made and entered into by and between the City
of Denton, a Texas municipal corporation with its principal office
at 215 East McKlnney Street, Denton, Denton County, Texas ("City"),
and the Denton Community Development Corporation, a non-profit
corporation with its principal offlce at 414 West Parkway, Denton,
Denton County, Texas ("Contractor") acting herein by and through
their duly authorized representatives
RECITALS
WHEREAS, the C~ty 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
iow and moderate income citizens of Denton, and
WHEREAS, the citizens of Denton, the Community Development
Advisory Committee and the City Councll of Denton have determined
that business assistance services are needed by iow 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 th~s
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
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 1n 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
Fu~dlnq 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 prlnclpal repayments will be remitted to the
loan fund. Interest earned from loans funded w~th CDBG will be
used for ellgible loans and operating costs Contractor will pro-
v~de 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 thlrty (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 budge~t 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
evaluatlon processes at a mlnlmum will comply with 24 CFR 570
appendix A attached to this contract as Exhibit "C"
D. Contractor wall 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 Provlded, further, Contractor shall immediately refund all
interest from loan repayments to City in the event that the Unlted
States Department of Housing and Urban Development requires the
Clty to remlt 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
lng 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 1ts 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 subject 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 PrlnclDles
A Contractor shall comply with Office of Management and
Budget Circulars A-il0, 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 entitles shall comply with the
requirements and standards of OMB Circulars A-87, A-128 and w~th 24
CFR, Part 85.
D. Contractor shall fully comply with Appendix A to Part 570
- Guidelines and Objectives for Evaluating Project 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
RecordkeeDln~
A. Contractor will cooperate fully with city in monitoring
the program. In this regard Contractor agrees to keep records
sufflclent 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 documentatlon 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 guldellnes. 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 thls five (5) year period if no outstanding
audit finding exists Contractor will retain program loan records
until flve (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 regulatlons.
B. All employee tlme 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 ]ob
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 submlt 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 appllcable, regardless of the source of such
funds, which relate to the program in any way
B. Such reports and statements will be slgned 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-il0 (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 wlthln
twelve (12) months following the end of the period being audlted
and be submitted to C~ty within thirty (30) days of its completion
Costs of preparation of thls 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. Clty 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 Clty determines that such audit is neces-
sary for City's compliance w~th 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 wlthln 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 m~sused, 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 m~sap-
propr~ated, plus the amount of any sanction, penalty or other
charge lev~ed against City because of such misuse, misapplication
or misappropriation, ~ncluded, without limitation, all expenses
incurred by the City and reasonable attorney's fees necessary to
d~sclose and address this matter
6.
Reversion of Assets
A. Contractor agrees to, immediately, and not later than ten
(10) days from the date of termlnatlon 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 ~n 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 subject 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.
A llcable Laws
A. Federal laws: Contractor agrees to comply with all
applicable federal laws, rules, and regulations, including, without
llmltation, 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 Clvll 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 D~scrlmlnatlon in Employment Act of 1975 (42
USC 6101 et seq).
4. Section 504 of the Rehabilitation Act of 1973 (29 USC
794).
5. I~m~lgratlon 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
f~nanclal 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 Houslng and Urban Development, set forth in 24
CFR 135, and all applicable rules and orders of the Department
lssued 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 bt 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 in violation of regulations under 24 CFR 135
and will not let any subcontract unless the subcontractor has
flrst provided Contractor w~th 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
asslgns, 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-
]ect to the requirements of Section 306 of the Clean Air Act,
as amended (42 USC 1857(h) et seq.), Sect~on 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 t~me 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-
tlon 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 faclllty utilized
or to be utilized for the contract is under consideration
to be l~sted 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
provlded 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-
flcers, 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,
cludlng 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 Aqalnst 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 termlnatlon; 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 wzth 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, condltlon~ or privileges of their employ-
merit, 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 1ts
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-
cernlng disability discrimination in the performance of this
agreement.
Page 10
J
Prohibition Aaalnst 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-Asslqnment
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
IndeDendent 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 lnvltees. The doctrine of respondeat
superior shall not apply as between City and Contractor, its
officers, members, agents, servants, employees, subcontractors,
program participants, l~censees or lnvltees, 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
lnvltee 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 lnvltees Provided,
however, that nothing herein shall prevent an officer or employee
of the C~ty from serving on the Board of Directors of the Contrac-
tor or any committees developed by the Board of Directors
B. C~ty shall in no way nor under any circumstances be
responsible for any property belonging to Contractor, its officers,
members, agents, employees, subcontractors, program partlc~pants,
licensees or inv~tees, which may be lost, stolen, destroyed or in
any way damaged; and Contractor hereby indemnifies and holds
harmless City and its offlcers, 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, actlvltles and
servlces 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 llablllty 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,
actlvlties and services of the programs described herein, whether
or not caused in whole or in part, by alleged negligence of of-
flcers, agents, servants, employees, contractors or subcontractors
of City. Contractor llkewlse 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, lnvltees,
llcensees, 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 wall maantaln a system, approved by the City
through its executive dlrector of fanance and internal auditor,
which w~ll provmde safeguards agamnst loss from fraud, theft, or
dashonesty of any of contractor's offacers, agents, trustees,
dmrectors, or employees If and when the contractor names or
appomnts a dmrector to handle mrs everyday busmness affamrs, the
Caty may requmre, after evaluating the need for such a bond and
after full consultataon with the contractor wath anput from all
fundang partmcapants, the contractor to malntaan a blanket fidelity
coverage mn the form of ansurance or bond an the amount of at least
$90,500, to Insure agaanst loss from the fraud, theft, or dashon-
esty of any of Contractor's offmcers, agents, trustees, directors,
or employees The proceeds of such bond shall be used to reimburse
Caty for any and all loss of CDBG monmes occasioned by such
mmsconduct To effectuate such reimbursement, such bond shall
mnclude a rider statmng that remmbursement for any loss or losses
thereunder shall be made directly to Cmty for the uses and benefat
of Contractor The decmsmon regarding the requarement for such a
bond or ansurance shall rest an the sole dlscretaon of the City
Manager
13
Wamver of Immunmt¥
If Contractor, as a charmtable or nonprofat organazatmon, has or
clamms an mmmunaty or exemption (statutory or otherwase) from and
agamnst l~abmllty for damages or mnjury, mncludang death, to
persons or property, Contractor hereby expressly waaves ats raghts
to plead defensmvely such mmmunmty or exemption as agamnst City
This section shall not be construed to affect or to waave the
City's ammun~taes or defenses under constatutmonal, statutory, or
common law, nor shall mt wamve DCDC's ammunltaes or defenses or
create any cause of action for anyone who is not a party to this
contract
14
Publac Laablllty Insurance
A Contractor shall furnish a certaflcate of insurance as
proof that mt has secured and pamd for polacles of public laabmlaty
and automobale lmabmlaty znsurance coverang all risks anczdent to
or an connection w~th the executmon, performance, attempted perfor-
mance or nonperformance of thms contract and agreement, wmth a
company licensed to do business in the State of Texas and shall
mamnta~n such mnsurance for the full term of thms agreement
B The amounts of such mnsurance shall not be less than the
maxmmum llabmlmty whmch can be mmposed on Caty 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 ln]ury or death, per occurrence $500,000
w~th the understanding and agreement by Contractor that such
~nsurance amounts shall be revised upward at City's option and that
Contractor shall revise such amounts within thirty (30) days
followlng 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 w~th a
certificate of insurance as proof that it has obtained and pa~d for
a pollcy 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 lnsurance coverage and has executed bonds as required in
th~s contract within thirty (30) days of the execution of this
contract and prior to payment of any monies hereunder
E. The public llablllty insurance and automobile liability
lnsurance 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 ls determined to be in the best interest
of City, zn 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 wlll return to City any unused monies
previously dlstr~buted under this contract w~thln thirty (30)
days of the effective date of contract termination. City will
have no responsibility or liability for Contractor's expendl
tures or actions occurring after the effective date of
contract termlnatlon.
15.
Certification Reqardlnq Lobbvln~
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 pa~d 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 pa~d or will be pa~d to any person for ~nfluenclng
or attempting to lnfluence an officer or employee of any
agency, a member of Conqress, an officer or employee of
Congress, or an employee of a member of Congress in connection
with thls 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
thls certification be included ~n all subcontracts or agree-
ments lnvolvlng the expenditure of federal funds
16.
Miscellaneous Provisions
A. It is expressly understood and agreed by and between the
part~es hereto that thls 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 monles 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,
termlnate th~s contract and agreement and City shall not be liable
for payment for any work or servlces performed by Contractor under
or in connection with thls contract
B. All terms of this contract shall apply to any and all
subcontractors of Contractor whlch 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,
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 whlch can be given effect without the invalid provision
D. The failure of Clty 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
rlght on any future occasion.
E. Should any action, whether real or asserted, at law or
equity, arlse out of the e×ecutlon, 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 ~n accordance with the laws of the State of Texas
F. The captions of the various sections and subsections of
this agreement are for lnformatlonal purposes only and shall not
affect the substantive terms and conditions of this agreement
G. Th~s written ~nstrument and the exhibits attached hereto,
which are ~ncorporated by reference and made a part of th~s
contract for all purposes, constitute the entire agreement between
the part~es 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
co~sj~ OfdaythlSof C~F~.6~F/~Z,~..~n~r~?t_~ Denton, Denton, 19 ~nty,~7 · Texas, this
Page 16
CITY OF DENTON
TED BENAVIDES, CITY MANAGER
Date: ~//9 / ~ 7
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM:
HERBERT L. PROUTY, CITY ATTORNEY
BY: .
DENTON COMMUNITY DEVELOPMENT
CORP~
Date: ~Zf/~ ~ /~/
ATTEST:
SECRETARY
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
Benavldes, 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 /~ day
of ~l~z~J~ ~/_~ , 19~7
(l~"~ ~(~MMI~ION~S I! ['Notary Publ~ in and for
~1~%~'~ May15,1997 I~ ~he ~ate 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 ~arr~D .....
Searle , 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
authorlzed officer or representative
GIVEN UNDER MY HAND AND SEAL OF OFFICE this 3rd day
of Februar~ , 19 97
Notary Publzd~i~ ahd fo~ --
the State of Texas
A \DCDC. ~3
Page 18
EXHIBIT A - PROGRAM SUMMARY
The Denton Community Development Corporation (DCDC) wdl set up and operate a Small
Busmass Academy to perform in conjunction w~th the DCDC's bridge loan program
The DCDC Small Business Academy wdl have three primary objectives (1) provide required
training for entrepreneurs who w~sh to receive DCDC support, (2) provide elective training for other
Denton area small busmesspeople who destro such assistance, and (3) provide a resource for hanks
and other lending restitutions who need help with businesses experiencing financial and
administrative problems
To achieve these objectives, tho DCDC will identify and engage a Director of the Academy,
who will be responsible for developing the basic currwulum, developing a schedule of classes,
identifying and obtaining the serwcas of qualified faculty, and locating appropriate facilities for the
classes DCDC envisions that the curriculum will contain at least two "tracks" during ~ts first year of
operation
1 Basic Track Business basics (financml, legal, administrative, etc) For persons
contemplating starting a new busmass (or new businesses within their first three
years of operation)
2 Advanced Track More complex issues (employee problems, multiple locations,
quality control, administrative delegation, otc ) 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 tralmng sessions w~th~n the first year
In addmon to the Academy, DCDC will set up and operate a bridge loan program for small
buslnessas m 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, otc for small
busmesspeople, but which are beyond the individuals' abtht~es to obtain through collaterahzed 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 cumculum, as determined
by the DCDC A bridge loan subcommittee of the DCDC Board of Directors wall set other
requirements as necessary and administer the loan program, reviewing each apphcat~on and making
recommendations to the full Board This subcommittee will consist pnmardy of Directors appointed
by the pattwlpatmg banks
S~nce the DCDC is newly incorporated, thoro has not been time to develop other economic
development programs for the Denton area However, additional Board members are being sought at
th~s t~me who can provide the leadership and oxperhse to expand the range and depth of DCDC
programs
DENTON COMMUNITY DEVELOPMENT CORPORATION
414 Parkway
D~nton, Texas 76201
EXHIBIT B
PROPOSED BUDGET
for
February 1, 1997 through September 30, 1997
Income
Denton CDBG Funds $90,000
TOTAL INCOME $90,$00
Expenses
Salanes and Wages
1 Manager of Operations ($1000/mo, 50% t~me) $8,000
Subtotal $8,000
Personnel Fnnoe Benefits
1 Manager of Operations (8 65% of Wages) 692
Subtotal $692
Tra~mnfl Service Expenses
1 Trainers Fees 12,000
2 Lease/rental expenses 2,000
3 Academy Director ($500/mo) 3,000
Subtotal $17,000
F~nanc~al Services
I Account~nglaud~t serwces $5,000
Insurance
1 General Commercial Llab~hty Pohcy 1,500
2 D~rectors and Officers L~ab~hty Pohcy 2,700
3 Errors and Omissions L~ab~hty Pohcy 5,000
4 F~dehty Bond 3,000
5 Workers' Compensation Policy 200
Subtotal $12,400
Travel Expenses
1 Local Travel @ $0 30/m~le 500
2 To regional and nabonal meetings 2,000
Subtotal $2,500
Tax Expenses
1 Unrelated Bus~ness Income Taxes $500
General Office Expenses
1 Commun~cations (~ncludlng long-distance phone) 2,000
2 Office Supphes (letterhead, etc ) 1,000
3 Promobon fhers, newspaper ads 3,000
4 Recruiting fees 500
5 Leased Office Space 4,800
Subtotal $11,300
Bnd~e Loan Fund
1 Contribution to Bridge Loan Fund $30,000
Reserve
1 Reserve for Conbngenc~es $3108
TOTAL EXPENSES $90,500