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1997-188 ORDINANCE NO AN ORDINANCE APPROVING AN AGREEMENT BETWEEN THE CITY OF DENTON AND FRED MOORE DAY NURSERY SCHOOL INC, TO PROVIDE FUNDING TO FRED MOORE DAY NURSERY SCHOOL INC, AUTHORIZING THE MAYOR TO EXECUTE THE AGREEMENT APPROVING THE EXPENDITURE OF FUNDS THEREFORE, AND PROVIDING FOR AN EFFECTIVE DATE WHEREAS, C~ty's Human Services Committee ("HSC") has rewewed the serwces of Fred Moore Day Nursery School Inc (hereinafter referred to as "Organization") and has determined that Organization performs an important service for the remdents of Denton, and WHEREAS, the City has entered into an agreement with the Texas Workforce Commlsmon (hereinafter referred to as TWC) subsequent to T~tle VI of the Personal Respons~bthty and Work Opportunity Reconciliation Act of 1996 to accept and expend funds for the purpose of provldmg social and/or other services for the benefit of eligible md~mduals, and WHEREAS, the City demres to provide funding reimbursed under the agreement wtth TWC to the Organization to support child care eligible under T~tle VI Such type of services are currently being provided by the Orgamzatlon with funding from the City pursuant to a separate agreement with Organization The additional reimbursement prowded pursuant to the attached Child Care Certified Expenditures Agreement ("AGREEMENT") will enable Orgamzatlon to provide better quality services NOW THEREFORE THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION I That the City Council hereby approves the "AGREEMENT" attached hereto, between the City of Denton and Orgamzat~on, to prowde funding to Organization, and authorizes the Mayor to execute smd AGREEMENT SECTION II That the City Counml authorizes the expenditure of funds m the manner as specified in the AGREEMENT SECTION III That this ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED this the I [4' day of ~__~~, 19 JAC~I(~ILLER, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY CHILD CARE CERTIFIED EXPENDITURES AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND FRED MOORE DAY NURSERY SCHOOL, 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 Fred Moore Day Nursery School, Inc , a non-profit corporation, 821 Crosstlmbers, Denton, Texas 76201, hereinafter referred to as ,,Organization" WHEREAS, City's Human Services Committee ("HSC") has reviewed the proposal for services and has determined that Organization per- forms an important service for the residents of Denton without re- gard to race, religion, color, age or national origin, and HSC recommends the purchase of services, and WHEREAS, the City has entered into an agreement with the Texas Workforce Commission (hereinafter referred to as TWC) subsequent to Title VI of the Personal Responsibility and Work Opportunity Reconciliation Act of 1996 (PRWORA) Title VI authorizes federal funding for children of parents who are working, in school, or in training and who meet federal income guidelines TWC is authorized to enter into agreement with public or private agencies to accept and expand funds for the purpose of providing social and/or other services for the benefit of eligible individuals, and WHEREAS, the C~ty desires to provide funding reimbursed under this agreement to the Organization to support child care eligible under Title VI. Such type of services are currently being provided by the Organization with funding from the C~ty pursuant to a separate agreement with Organization The additional reimbursement provided pursuant to this Agreement will enable Organization to provide better quality 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 A To provide low cost day care to low income parents who are receiving public assistance and/or meet income guidelines, and are working or receiving education or training and parents who are trans~tlonlng from public assistance and need child care in order to work and/or receive education or training B Organization shall perform those services described in the Work Statement herein attached as Exhibit "A" C Said services shall be of better quality than those services currently provided pursuant to the 1996-1997 Agreement between the City of Denton, Texas and Fred Moore Day Nursery School, Inc The funds provided pursuant to this Agreement will enhance teacher tramnlng, provmde a more diverse curriculum and provide more parent educatmon concerning parenting sk~lls and nutrition D All services shall be provided in accordance w~th the requirements of the Certification Agreement between TWC and the City UCN #0353923 including, without limitation, the Local Operating Plan, the provisions of which are incorporated here~n by reference II OBLIGATIONS OF ORGAI~IZATION In consideration of the receipt of funds from C~ty, Organiza- tion agrees to the followlng terms and conditions A Funds provided to Organization by C~ty shall be spent for staff traln~ng and supplies, ~ncludlng supplies needed to teach cooking and parenting sk~lls classes B To prepare and submit all appropriate certifying ~nforma- t~on for support and provision of child care to eligible Title VI clients as determined by TWC to the Community Development Off~ce, 100 W Oak Street, Suite 208, Denton, Texas 76201 Information submitted w~ll detail expenditures for care and support and be in a format acceptable for processing through the State Controller's Off~ce C To keep records adequate to show that the total amount of match requested for servzces to elmglble Tztle VI clzents does not exceed the amount provzded by the C~ty during the certmfzcatlon perzod D To utllzze all funding recemved under this agreement to provmde low cost child care to low income fam~lmes zn accordance with all applicable local, state and federal laws and regulatzons E To provide quarterly and annual reports to the City including such non-confidential mnformatmon as may be requested by the City F To provmde all information and reports which are necessary for City to perform mts dutmes pursuant to the Chzld Care Expendi- ture Contract, Contract Number 0353923 whzch ms attached hereto as Exhzb~t "B" and incorporated herezn as if set forth at length G It wmll permmt authorized offzcmals of Cmty to revzew mrs books at any t~me H It will reduce to writing all of mrs rules, regulations, and polzc~es and file a copy w~th Czty's Communzty development Office along with any amendments, addmtzons, or revmsmons whenever adopted Page2 I It will not enter xnto any contracts that would encumber Cxty funds for a per~od that would extend beyond the term of thls Agreement J It will appoint a representatlve who will be available to meet w~th C~ty's Executxve D~rector of F~nance and other C~ty officials when requested K It w~ll ~ndemn~fy and hold harmless Czty, ~ts offzcers, agents, and employees from any and all clazms and suzts arzszng out of the actzvztzes of Organzzatzon, its employees, and/or contrac- tors, and save and hold Czty harmless from all lzabzlzty, zncludzng costs, expenses and attorneys fees, for or on account of, any clazms, audzt exceptzons, suzts, or damages of any character whatsoever, resultzng zn whole or zn part from the performance or omzss~on of any employee, agent or representatzve of Organzzatzon L It wzll submit to C~ty copies of year-end audited fznan¢ial statements M It will establzsh, operate, and mazntaln an account system for this program that wzll allow for a tracing of funds and a review of the fznanczal status of the program N ~t wzll permit authorized offlczals of the City to revxew zts books at any tzme III TIME OF PERFORMANCE The servzces funded by Czty shall be undertaken by Organzza- tlon wzthln the followzng tzme frame September 1, 1996 through August 31, 1997 IV REIMBURSEMENT REOUEST AND PAYMENT OF MATCHING FUNDS The City agrees A Czty shall complete and submit, after recezpt of certify- zn9 znformation from the Organzzatlon, a State of Texas Purchase Voucher requesting rezmbursement of certzfled expendztures Orga~zzatzon understands and agrees that City has entered into a cert~fzcatzon agreement wzth TWC to fund thzs Agreement and that funding of this Agreement zs contingent on the avazlabzlzty of local, state, and federal funds If funds are unavazlable or reduced, written notzce wzll be gzven by Czty to Organzzatzon of termination, payment suspension, or fundzng reduction B City shall pay the Organization all matchzng funds received from TWC under Contract Number 0353923 wzthln 30 days of receipt provzdzng such amounts do not exceed the reimbursement Page 3 request C Excess Payment Organxzatxon shall refund to Cxty w~th~n ten (10) working days of C~ty's request, any sum of money whxch has been paid by City and which City at any txme thereafter determines 1) has resulted ~n overpayment to Organization, or 2) has not been spent strictly xn accordance with the terms of this Agreement, or 3) ~s not supported by adequate documentation to fully justify the expenditure D Deobllgatlon of Funds In the event that actual expendi- tures deviate from Organization's prov~sxon of a corresponding level of performance, as specified ~n Exhibit "A," City hereby reserves the right to reapproprxate or recapture any such under expended funds E Contract Close Out Organxzat~on shall submit the contract close out package to C~ty, together with a fznancxal expenditure report, from the t~me per~od covered by the last invoice requesting reimbursement of funds under thxs Agreement, w~th~n f~fteen (15) working days following the close of the contract per~od Organ~zatlon shall utilize the form agreed upon by Cxty and Organization v Organization agrees to participate ~n an xmplementatzon and maintenance system whereby the services can be continuously monitored 0rganzzatxon agrees to make available ~ts flnanc~al records for review by City at Cxty's dlscret~on In addxtlon, 0rganlzatlon agrees to provide C~ty the following data and reports, or copies thereof A. All external or ~nternal audxts Organization shall submit a copy of the annual ~ndependent audit to Clty within ten (10) days of receipt B Ail external or xnternal evaluation reports C Quarterly performance reports to be submitted ~n January, April, July, and September, to include the following data 1) Number of chxldren served each month 2) Income level of families participating xn program 3) Race and/or ethnlc~ty of part~c~patxng children Page 4 D Organlzatmon agrees to submit quarterly f~nanc~al state- ments in January, April, July, and September Each statement shall ~nclude expenses and income, outstanding obligations and beginning and ending balances E An explanation of any ma3or changes ~n program servmces F To comply w~th thms section, Organmzat~on agrees to malnta~n records that wmll provide accurate, current, separate, and complete dlsclosure of the status of funds received and the services performed under thms Agreement Organlzatmon's record system shall contain sufficient documentation to provide mn detail full support and ]ust~fmcat~on for each expenditure Organmzat~on agrees to retain all books, records, documents, reports, and written accounting procedures pertaining to the services provided and expenditure of funds under thms Agreement for the per~od of t~me and under the conditions specified by the City G Nothing mn the above subsections shall be construed to relzeve Organzzatmon of responsmbzlmty for retaln~ng accurate and current records whmch clearly reflect the level and benefit of servzces provzded under thms Agreement VI DIRECTORS' MEETINGS Durmng the term of this Agreement, Organmzatlon shall delzver to Cmty cop~es of all notzces of meetzngs of its Board of D~rec- tors, settmng forth the tlme and place thereof Such notice shall be delmvered to Czty mn a tmmely manner to gmve adequate notice, and shall mnclude an agenda and a brzef descrzptlon of the matters to be dmscussed Organmzatzon understands and agrees that City's representatives shall be afforded access to all meetings of zts Board of Directors Minutes of all meetings of Organzzat~on's governmng body shall be available to Cmty wmthmn ten (10) workzng days of approval VII SUSPENSION OR TERMINATION A The Czty may terminate thzs Agreement w~th cause if the Organmzatzon vmolates any covenants, agreements, or guarantees of th~s Agreement, the Organization's ~nsolvency or f~l~ng of bankruptcy, dmssolutlon, or receivership, or the Organlzatmon's v~olatmon of any law or regulation to whzch it ms bound under the terms of thzs Agreement B The City may termmnate thzs Agreement for convenience at any tmme If thzs Agreement is terminated for convenmence by the Cmty, Organmzatlon wmll be paid an amount not to exceed the total amount of accrued expendztures as of the effective date of termz- natmon In no event will this compensation exceed an amount whzch bears the same ratio to the total compensatmon as the services P~e5 actually performed bears to the total services of OrganizatIon covered by the Agreement, less payments previously made In case of suspension, C~ty shall advise Organization, in writing, as to conditions precedent to the resumption of funding and specify a reasonable date for compliance In case of termination, Organ~zatlon 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 VIII EOUAL OPPORTUNITY AND COMPLIANCE WITH LAWS A Organization w~ll 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 opportunlty and affirmative action laws or regulations C OrganizatIon w~ll furnish all ~nformat~on and reports requested by City, and w~ll permit access to 1ts books, records, and accounts for purposes of Investigation to ascertain compliance w~th local, State and Federal rules and regulations D In the event of Organization's non-compliance with the non-dlscr~mlnatlon requirements, the Agreement may be canceled, terminated, or suspended in whole or in part, and Organ~zatlon may be barred from further contracts with C~ty IX ~ ORGANIZATION represents and warrants that A Ail information, reports and data heretofore or hereafter requested by City and furnished 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 w~thout written not~ce to City B Any supporting f~nanc~al statements heretofore requested by Clty and furnished to City, are complete, accurate and fairly reflect the financial condItions of OrganizatIon on the date shown on sa~d report, and the results of the operation for the per~od covered by the report, and that s~nce said data, there has been no material change, adverse or otherwise, in the financIal cond~tlon of Organlzat~on C No lltlgat~on or legal proceedings are presently pending or threatened against Organization Pa~¢ 6 D None of the provlsaons herean contravenes or is conflact w~th the authority under which Organization ~s business or w~th the provisions of any ex,sting andenture or agreement of Organazatlon E Organazat~on has the power to enter Into this Agreement and accept payments hereunder, and has taken all necessary actaon to authoraze such acceptance under the terms and conditions of this Agreement F None of the assets of Organlzataon are sub3ect to any lien or encumbrance of any character, except for current taxes not delinquent, except as shown an the financial statements furnished by Organ~zataon to City Each of these representataons and warrant~es shall be contanuang and shall be deemed to have been repeated by the submass~on of each request for payment X C~ANGES AND AMENDMENTS A Any alterataons, addat~ons, or deletions to the terms of thas Agreement shall be by wrltten amendment executed by both parties, except when the terms of thas Agreement expressly provide that another method shall be used B Organzzataon may not make transfers between or among approved l~ne-ltems within budget categories set forth in Exhablt "B" w~thout praor wratten approval of the Community Development Administrator for the Caty Organlzataon shall request, writing, the budget revaslon ~n a form prescribed by Caty, and such request for rev~saon shall not ancrease the total monetary obligation of City under this Agreement In addat~on, budget revisions cannot significantly change the nature, ~ntent, or scope of the program funded under thas Agreement C Organization will submit revised budget and program anfor~ataon, whenever the level of funding for Organization or the program(s) described here~n is altered according to the total levels contaaned ~n any port,on of Exhibit "B" D It as understood and agreed by the parties hereto that changes in the State, Federal or local laws or regulations pursuant hereto may occur durzng the term of this Agreement Any such modifications are to be automatically incorporated into this Agreement wathout written amendment hereto, and shall become a part of the Agreement on the effective date specified by the law or regulation E C~ty may, from t~me to tame durang the term of the Agree- ment, request changes in Exhibit A which may anclude an increase or decrease in the amount of Organazatlon's compensation Such Page 7 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 performed 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 I 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 XI IDEM IFICATION 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 kind, including costs and expenses for, or on account of, any claims, audit exceptions, demands, suits or damages of any charaoter 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, demands, 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. 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 w~th City named as an additional insured Upon request of Organization, City may, at its sole discretion, approve alternate insurance coverage arrangements C Organization will comply with applicable workers' Page8 compensation statutes and will obtain employers' liability coverage where lavallable and other appropriate liability coverage for program 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 posses a valid Texas Dr~ver's license and automobile liability ~nsurance Evldence of the employee's current possession 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 th~s Agreement, and remain the sole responsibility of Organization F The policy or policies of insurance shall contain a clause which requires that City and Organlzatlon be notified in writing of any cancellation or change in the policy at least thirty (30) days prior to such change or cancellation XIII 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 th~s Agreement, no person having such interest shall be employed or appointed as a member of 1ts 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 position for a purpose that · s or gives the appearance of being motivated by desire for private gain for himself/herself, or others, particularly those with which he/she has family, business, or other ties C No officer, member, or employee of C~ty 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 ~nterest · n any corporation, partnership, or association ~n which he has direct or lndlrect interest, or (2) have any interest, direct or indirect, ~n this Agreement or the proceeds thereof xzv Organization shall not employ in any paid capacxty any person who is a member of the immediate family of any person who is cur- Page 9 rently employed by Organization, or is a member of Organization'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 XV 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 mall, postage prepaid, registered or certified, return receipt requested, addressed to Organization or C~ty, as the case may be, at the following addresses CITY ORGANIZATION City of Denton, Texas Director Attn City Manager Fred Moore Day Nursery School 215 E McKinney Inc Denton, TX 76201 821 Crosstlmbers Denton, Texas 76201 Either party may change its mailing address by sending notice of change of address to the other at the above address by certified mall, return receipt requested XVI ~ A Organization shall not transfer, pledge or otherwise assign this Agreement or any interest therein, or any claim arising thereunder to any party or parties, bank, trust company or other financial institution without the prior written approval of City B If any provision of this Agreement is held to be ~nvalld, 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 lnslst in any one or more instances upon the terms and conditions of th~s Agreement consti- tute 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 zmpalr or pre3udlce any right, power, privilege, or remedy avazlable to City to enforce its rights hereunder, which rights, powers, privileges, or remedies are always specifically preserved No representative or agent of City may walve the effect of this provision D This Agreement, together w~th referenced exhibits and attachments, constitutes the entire agreement between the part~es Page 10 hereto, and any prior agreement, assertion, statement, understand- ~ng, or other commitment occurring during the term of th~s 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 th~s Agreement E In the event any disagreement or dispute should arise between the parties hereto pertaining to the ~nterpretat~on or meaning of any part of this Agreement or ~ts governing rules, codes, laws, ordinances, or regulations, City as the party ultimately responsible to HUD for matters of compliance, w~ll have the fmnal authority to render or to secure an ~nterpretat~on F This Agreement shall be ~nterpreted ~n accordance with the laws of the State of Texas and venue of any l~t~gat~on concerning th~s Agreement shall be in a court of competent ]urlsdlct~on sitting in Denton County, Texas IN WITNESS WHEREOF, the parties do hereby a%f~ their slgna- tu~es aqd enter ~nto this Agreement as of the day of , 1997 CITY OF DENTON, TEXAS ATTEST JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM HERBERT PROUTY, CITY ATTORNEY Page 11 FRED MOORE DAY NURSERY SCHOOL INC DIRECTOR~ ~ "' ~ ATTEST SECRETLY E \DOCS\K\FRED MOR Page 12 EXHIBIT WORK STATEMENT FRED MOORE DAY NURSERY SCHOOL INC The Fred Moore Day Nursery School ~s a non-profit child care center which provides child care on a sliding scale Children slx weeks through f~ve years of age are eligible for the program Ninety percent of the chlldren are from low ~ncome famll~es The parents must be working to be eligible to enroll their child The purpose of the center ~s to provide a safe, healthy environment that w~ll meet the development needs of the child Activities are designed for each age group to meet the ~nd~v~dual and group needs The aurr~culum lncludes creative arts, motor sk~lls, speech development, muslc as well as personal hygiene and manners The center provldes breakfast, lunch, and an afternoon snack for each child Ail meals meet the USDA food requirements for children · n child care