1997-271NOTE Amended by Ordinance No. 97-338.
7/
ORDINANCE NO LC-f/)
AN ORDINANCE ACCEPTING COMPETITIVE BIDS AND AWARDING A CONTRACT FOR
THE PURCHASE OF MATERIALS, EQUIPMENT, SUPPLIES OR SERVICES, PROVIDING
FOR THE EXPENDITURE OF FUNDS THEREFOR, AND PROVID1NO FOR AN EFFECTIVE
DATE
WHEREAS, the City has sohmted, received and tabulated competat~ve b~ds for the purchase
of necessary materials, eqmpment, supphes or servxces ~n accordance wxth the procedures of STATE
law and C~ty ordxnances, and
WHEREAS, the C~ty Manager or a demgnated employee has reviewed and recommended
that the hereto described b~ds are the lowest responmble bxds for the materials, eqmpment, supphes
or services as shown :n the "B~d Proposals" submxtted therefore, and
I~rlEREAS, the C~ty Counml has prowded xn the C~ty Budget for the appropna'aon of funds
to be used for the purchase of the materials, eqmpmem, supphes or services approved and accepted
herein, NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
SECIIONA That the nmnbered xtems m the followxng numbered bids for matermls,
eqmpment, supphes, or services, shown ;n the "Bxd Proposals" attached hereto, are hereby accepted
and approved as being the lowest msponmble b~ds for such hems
BID ITEM
~ NO V~,iSID_O R AMOI rbJT
2099 ALL TWU C A R E S $20,000 00
SECIiO2CII That by the acceptance and approval of the above numbered xtems of the
submitted b~ds, the Ctty accepts the offer of the persons submxttmg the bxds for such xtems and
agrees to purchase the materials, eqmpment, supphes or services ~n accordance wxth the terms,
spemficatmns, standards, quantmes and for the spemfied sums contmned xn the B~d Invltatxons, B~d
Proposals, and related documents
SECTION III That should the C~ty and persons subm~ttxng approved and accepted xtems and
of the submxtted b~ds rash to enter xnto a formal written agreement as a result of the acceptance,
approval, and awarding of the bxds, the Cxty Manager or h~s demgnated representatave xs hereby
authorized to execute the written contract which shall be attached hereto, provxded that the written
contract m m accordance wxth the terms, condmons, specfficatxons, standards, quanmxes and
specified sums contmned m the B~d Proposal and related documents herren approved and accepted
SECTION IV That by the aeceptance and approval of the above numbered items of the
submitted b~ds, the C~ty Council hereby authorizes the expenditure of funds therefor ~n the amount
and in accordance w~th the approved btds or pursuant to a written contract made pursuant thereto as
authorized herem
SECTION V That ttns ordinance shall become effective ~mmed~ately upon 1ts passage and
approval
PASSED AND APPROVEDthls ~'~ day of (~t_~, ,1997
JAC~
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
DATE SEPTEMBER 9, 1997
CITY COUNCIL REPORT
TO Mayor and Members of the City Council
FROM Kathy DuBose, Assistant City Manager of Finance
SUBJECT BID # 2099 -- HEALTH CARE PROGRAM FOR THE MEDICALLY UNDERSERVED
~: We recommend this hid be awarded to the single respondent, TWU C A R E S,
In the amount of $20,000 O0
SUMMARY: This hid ~s for a licensed health care provider for the medically underserved 51% or more
of the partlctpants must meet the low-to-moderate income requirements as set forth in CDBG Regulations and
must be residents of the City of Denton The program includes primary care, well child evaluations, health
maintenance program, dental care, care of minor chrome illnesses and education on healthful bfestyles In
addition the program must provide for a safe and approprmte environment for service prowslons
pROGRAMS; DEPARTMENTS OR GROUPS AFFECTED. TWU C A R E S, CDBG Division and
C~ty of Denton residents utilizing the program
~ Funds for this program will be taken from 1996/97 budget funds Account #219-05F-
CDFN-8502
Respectfully submitted
Kath~_.uBo~
Asslstant-Clt.~ Manager of Finance
Approved
Name Tom D Shaw, C P M
Title Purchasing Agent
926 AGENDA
STATE OF TEXAS
COUNTY OF DENTON
1997 - 1998 HUMAN SERVICES AGREEMENT
BETWEEN THE CITY OF DENTON AND TEXAS WOMAN'S
UNIVERSITY (TWU C.A.R.E.S.)
Thls Contract is made and entered mnto by and between the
City of Denton, A Texas munmcmpal corporatmon, acting by and
through its City Manager, pursuant to ordInance, heremnafter
referred to as CITY, and Texas Woman's University and/or TWU
C A R E S heremnafter referred to as CONTRACTOR, provmded,
however, Texas Woman's Unmversmty wmll remamn fully lmable for
assurmng that all of the oblmgatmons of thms agreement are
fulfmlled TWU C A R E S ms a subdmvzsmon of Texas Woman's
Unmversmty and thms agreement ms bzndmng on TWU C A R E S and
Texas Woman's Unlversmty
WHEREAS, CITY has recemved certain funds from the U S
Department of Housing and Urban Development under Tmtle I of the
Housmng and CommunIty Development Act of 1974, as amended, and,
WHEREAS, CITY has adopted a budget for such funds and
mncluded theremn an authormzed budget for expenditures of funds to
Texas Woman's Unmversmty which sponsors a health clmnmc, and,
WHEREAS, CITY has designated the Communmty Development Offmce
as the division responsmble for the adraln~stratlon of this
contract and all matters pertamnmng thereto, and,
WHEREAS, CITY and CONTRACTOR are local governmental entmt~es
and wmsh to contract for governmental services (health services)
mn accordance with the Interlocal CooperatIon Act, TEX GOV'T CODE
ch 791, and,
WHEREAS, the governmng body of each party has approved th~s
Agreement and each party ms authorized to perform the services set
forth here~n, and,
WHEREAS, CITY wmshes to engage CONTRACTOR to carry out such
project,
NOW, THEREFORE, the partzes hereto agree, and by the
executmon hereof are bound to the mutual oblmgatmons and to the
performance and accomplmshment of the condztmons hereinafter
descrmbed
I.
TERM
Thms contract and agreement shall commence on or as of
October 1, 1997 and shall terminate on September 30, 1999 unless
extended as provmded heremn
II.
RESPONSIBILITIES
CONTRACTOR hereby accepts the responsibility for the perfor-
mance of all services and activities, in a satisfactory and
efficient manner as determined by CITY, in accordance with the
terms herein CITY will consider CONTRACTOR'S Vice President for
Finance and Administration to be CONTRACTOR's representative
responsible for the management of all contractual matters pertain-
lng hereto, unless written notification to the contrary is
received from CONTRACTOR, and approved by CITY
The Community Development Administrator, will be CITY's repre-
sentative responsible for the administration of this contract
III.
CITY,S OBLIGATION
A Limit of Liability. CITY will reimburse CONTRACTOR for
expenses incurred pursuant hereto in accordance with the project
budget included as a part of Exhibit B NotwithstandIng any other
provision of the Contract, the total of all payments and other
obligations made or incurred by CITY hereunder shall not exceed
the sum of $20,000 CITY shall make all payments for the
performance of the governmental services set forth herein from
current revenues available to it and CONTRACTOR agrees that this
amount fairly compensates it for the services performed under this
Agreement
B. Measure of Liability. In consideration of full and
satisfactory services and activities hereunder by CONTRACTOR, CITY
shall make payments to CONTRACTOR based on the Budget attached
hereto and incorporated herein for all purposes as Exhibit B,
subject to the limitations and provisions set forth in this
Section and Section VII of this Contract
(1) The parties expressly understand and agree that
CITY's obligations under this Section are contingent upon the
actual receipt of adequate Community Development Block Grant
(CDBG) funds to meet CITY's liabilities under this Contract
If adequate funds are not available to make payments under
this Contract, CITY shall notify CONTRACTOR in writing within
a reasonable t~me after such fact has been determined CITY
may, at its option, either reduce the amount of its liability,
as specified in Subsection A of this Section or terminate the
Contract If CDBG funds eligible for use for purposes of this
Contract are reduced, CITY shall not be liable for further
payments due to CONTRACTOR under this Contract
(2) It is expressly understood that this Contract in no
way obligates the General Fund or any other monies or credits
of the City of Denton
PAGE 2
(3) CITY shall not be liable for any cost or portion
thereof whmch
(a) has been pamd, remmbursed or ms subject
to payment or reimbursement, from any other
source,
(b) was incurred prior to the begmnnmng date,
or after the endmng date speclfmed in Sectmon I,
(c) ms not mn strmct accordance with the
terms of thms Contract, including all exhibits
attached hereto,
(d) has not been billed to CITY wmthln thirty
(30) calendar days following bmlllng to CONTRAC-
TOR, or termmnatlon of the Contract, whmchever
date ms earlmer,
(e) ms not an allowable cost as defmned by
Sectmon XI of this Contract or the project
budget
(4) CITY shall not be lmable for any cost or portion
thereof which is incurred wlth respect to any actmvmty of
CONTP~tCTOR requiring prmor wrmtten authorization from CITY, or
after CITY has requested that CONTRACTOR furnish data concern-
lng such actmon prmor to proceeding further, unless and untml
CITY advmses CONTRACTOR to proceed
(5) CITY shall not be oblmgated or lmable under thms
Contract to any party other than CONTRACTOR for payment of any
monmes or provmslon of any goods or services
IV.
COMPLIANCE WITH FEDERAL, STATE and LOCAL LAWS
A CONTRACTOR understands that funds provided to it pursuant
to thms Contract are funds whmch have been made avamlable to CITY
by the Federal Government (U S Department of Housmng and Urban
Development) under the Housing and Community Development Act of
1974, as amended, mn accordance with an approved Grant Application
and specmflc assurances Accordmngly, CONTRACTOR assures and
certmfmes that mt will comply wmth the requmrements of the Housing
and Community Development Act of 1974 (P L 93-383) as amended and
with regulations promulgated thereunder, and codlfmed at 24 CFR
570 The foregoing is mn no way meant to constmtute a complete
compilation of all duties mmposed upon CONTRACTOR by law or
admmnmstratmve rulmng, or to narrow the standards whmch CONTRACTOR
must follow
PAGE 3
CONTRACTOR further assures and certifies that if the regula-
tions and issuances promulgated pursuant to the Act are amended or
revised, 1t shall comply with them, or not~fy CITY, as provided in
Section XXIII of this Contract
CONTRACTOR agrees to abide by the conditions of and comply
with the requlrements of the Office of Management and Budget
Circulars Nos A-il0 and A-122
B CONTRACTOR shall comply wlth all applicable federal laws,
laws of the State of Texas and ordinances of the City of Denton
V.
REPRESENTATIONS
A CONTRACTOR assures and guarantees that it possesses the
legal authority, pursuant to any proper, appropriate and official
motion, resolution or action passed or taken, to enter ~nto this
Contract
B The person or persons signing and executing this Contract
on behalf of CONTRACTOR, do hereby warrant and guarantee that he,
she, or they have been fully authorized by CONTRACTOR to execute
this Contract on behalf of CONTRACTOR and to validly and legally
bind CONTRACTOR to all terms, performances and provisions herein
set forth
C CITY shall have the right, at its option, to either
temporarily suspend or permanently terminate this Contract ~f
there is a d~spute as to the legal authority of elther CONTRACTOR
or the person signing the Contract to enter into th~s Contract
CONTRACTOR ~s l~able to CITY for any money it has received from
CITY for performance of the provisions of th~s Contract if CITY
has suspended or terminated this Contract for the reasons
enumerated 1n th~s Section
D CONTRACTOR agrees that the funds and resources provided
CONTRACTOR under the terms of this Contract will in no way be
substituted for funds and resources from other sources, nor in any
way serve to reduce the resources, services, or other benefits
which would have been available to, or provided through,
CONTRACTOR had this Contract not been executed
VI.
PERFORMANCE BY CONTRACTOR
CONTRACTOR will provide, oversee, administer, and carry out
all of the activities and services set out in the WORK STATEMENT,
attached hereto and incorporated herein for all purposes as
Exhibit A, utilizing the funds described in Exhibit B, attached
hereto and ancorporated herein for all purposes and deemed by both
parties to be necessary and sufficient payment for full and
satisfactory performance of the program, as determined solely by
PAGE 4
CITY and in accordance with all other terms, provisions and
requirements of this Contract
No modifications or alterations may be made in the WORK
STATEMENT without the prior written approval of the City's
Community Development Coordinator
VII.
PAYMENTS TO CONTRACTOR
A. Payments to Contractor. The CITY shall pay to the
CONTRACTOR a maximum amount of money totaling $20,000 for services
rendered under this Contract CITY w~ll pay these funds on a
reimbursement basis to the CONTRACTOR w~thln twenty days after
CITY has received supporting documentation CITY shall not pay in
any three month per~od more than twenty-five (25%} percent of the
maximum amount specified above
Funds are to be expended primarily as shown in the Budget,
Exhibit B
B. Excess Payment CONTRACTOR 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
(1) has resulted in overpayment to CONTRACTOR or,
(2) has not been spent strictly in accordance with the
terms of th~s Contract, or
(3) is not supported by adequate documentation to fully
]ustlfy the expenditure
C. Disallowed Costs Upon termination of the Contract,
should any expense or charge for which payment has been made be
subsequently disallowed or disapproved as a result of any auditing
or monitoring by the Department of Housing and Urban Development,
or any other Federal agency, CONTRACTOR will refund such amount to
such federal agency within ten (10) working days of a written
notice to CONTRACTOR, which specifies the amount d~sallowed
Refunds of disallowed costs may not be made from these or any
other funds received from or through CITY
D. Deobligation of Funds In the event that actual expendi-
ture rates deviate from CONTRACTOR's provision of a corresponding
level of performance, as specified in Exhibit A, CITY hereby
reserves the right to reapproprlate or recapture any such under
expended funds
E. Contract Close Out CONTRACTOR shall submit the Contract
close out package to CITY, together with a final expenditure
PAGE 5
report, for the time period covered by the last ~nvo~ce requestzng
reimbursement of funds under th~s Contract, within f~fteen (15)
working days following the close of the Contract period CONTRAC-
TOR shall utilize the form agreed upon by CITY and CONTRACTOR
At the termination of the Contract, all unexpended (30 days or
older) salaries or wages must be returned to CITY in the following
format
(1) A TWU check for the net aggregate amount payable to
the C~ty of Denton,
(2) A listing showing the Social Security number, full
name, last known complete address and the amount owed to each
person involved
VIII.
WARRANTIES
CONTRACTOR represents and warrants that
A Ail ~nformat~on, 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 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 f~nanclal condition of CONTRACTOR on the date shown on
said report, and the results of the operation for the period
covered by the report, and that since said date, there has been no
material change, adverse or otherwise, in the financial condition
of CONTRACTOR
C None of the provisions herein contravenes or is in
conflict w~th the authority under which CONTRACTOR is doing
business or with the provisions of any existing indenture or
agreement of CONTRACTOR
D CONTRACTOR has the power to enter into this Contract and
accept payments hereunder, and has taken all necessary action to
authorize such acceptance under the terms and conditions of this
Contract
Each of these representations and warranties shall be continu-
ing and shall be deemed to have been repeated by the submission of
each request for payment
IX.
COVENANTS
During the per~od of time that payment may be made hereunder
PAGE 6
and so long as any payments remain unllquldated, CONTRACTOR shall
not, without the prior written consent of the Community
Development Administration or his authorized representative
A Sell, assign, pledge, transfer or otherwise dispose of
accounts receivables, notes or claims for money due or to become
due
B Sell, convey, or lease all or substantial part of its
assets
C Make any advance or loan to, or incur any liability for
any other firm, person, entity or corporation as guarantor,
surety, or accommodation endorser
X.
ALLOWABLE COSTS
A Costs shall be considered allowable only if incurred
directly specifically in the performance of and in compliance with
this Contract and in conformance with the standards and provisions
of Exhibits A and B
B Approval of CONTRACTOR'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
(1) Encumbrance or expenditure during any one month
period which exceeds one-fifth (1/5) of the total budget as
specified in Exhibit B
(2) CITY shall not be obligated to any third parties,
including any subcontractors of CONTRACTOR, and CITY funds
shall not be used to pay for any contract service extending
beyond the expiration of this Contract
(3) Out of town travel
(4) Any alterations or relocation of the facilities on
and in which the activities specified in Exhibit A are
conducted
(5) Any alterations, deletions or additions to the
Personnel Schedule incorporated in Exhibit B
(6) Costs or fees for temporary employees or services
(7) Any fees or payments for consultant services
(8) Fees for attending out of town meetings, seminars or
conferences
PAGE 7
Written requests for prior approval are CONTRACTOR's responsi-
bility and shall be made within sufficient time to permit a
thorough review by CITY Contractor 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 Contract must be conducted in its entirety in accordance with
the provisions of this Contract
XI.
PROGRAM INCOME
A For purposes of this Contract, program income means
earnings of CONTRACTOR realized from activities resulting from
this Contract or from CONTRACTOR's management of funding provided
or received hereunder Such earnings include, but are not limited
to, 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
CONTRACTOR provided as a result of this Contract, and payments
from clients or third parties for services rendered by CONTRACTOR
under this Contract
B CONTRACTOR shall include this Section in its entirety in
all of 1ts sub-contracts which involve other income-producing
services or activities
XII.
MAINTENANCE OF RECORDS
A CONTRACTOR agrees to maintain records that will provide
accurate, current, separate, and complete disclosure of the status
of the funds received under this Contract, in compliance with the
provisions of Exhibit B, attached hereto, and with any other
applicable Federal and State regulations establishing standards
for financial management CONTRACTOR's record system shall
contain sufficient documentation to provide in detail full support
and Justification for each expendIture Nothing in this Section
shall be construed to relieve CONTRACTOR of fiscal accountability
and liability under any other provision of this Contract or any
applicable law CONTRACTOR shall include the substance of this
provision in all subcontracts
B CONTRACTOR agrees to retain all books, records,
documents, reports, and written accounting policies and procedures
pertaining to the operation of programs and expenditures of funds
under this Contract for three years
C Nothing in the above subsections shall be construed to
relieve CONTRACTOR of responsibility for retaining accurate and
current records which clearly reflect the level and benefit of
services provided under this Contract
PAGE 8
D At any reasonable time, the CONTRACTOR shall make
available to CITY, HUD, or any of their authorized representa-
tives, records pertaining to this Agreement and shall permit CITY,
HUD, or any of their authorized representatives to audit, examine,
make excerpts and copies of such records, and to conduct audits of
all contracts, invoIces, materials, payrolls, records of
personnel, conditions or employment and data requested by said
representatives
XIII.
REPORTS AND INFOP~(ATION
At such times and in such form as CITY may require,
CONTRACTOR shall furnish such statements, records, data and
information as CITY may request and deem pertinent to matters
covered by this Contract
CONTRACTOR shall submit quarterly beneficiary and financial
reports to CITY no less than once each three months The benefi-
ciary report shall provide a detailed description of client
information, including race, income, female head of household
The financial report shall include information and data relative
to all programmatic and financial reporting as of the beginning
date specified in Section I of this Contract
XIV.
MONITORING ~ EVALUATION
A CITY shall perform on-site monitoring of CONTRACTOR's
performance under this Contract
B CONTRACTOR agrees that CITY may carry out monitoring and
evaluation activities to ensure adherence by CONTRACTOR to the
Work Statement, and Program Goals and Ob3ectlves, which are
attached hereto as Exhibit A, as well as other provisions of this
Contract
C CONTRACTOR agrees to cooperate fully with CITY in the de-
velopment, implementation and maintenance of record-keeping
systems and to provide data determined by CITY to be necessary ~or
CITY to effectively fulfill its monitoring and evaluation
responsibilities
D CONTRACTOR agrees to cooperate in such a way so as not to
obstruct or delay CITY in such monitoring and to designate one of
its staff to coordinate the monitoring process as requested by
CITY staff
E After each official monitoring visit, CITY shall provide
CONTRACTOR with a written report of monitoring findings
F CONTRACTOR shall submit copies of any fiscal, management,
or audit reports by any of CONTRACTOR's funding or regulatory
bodies to CITY within fsve (5) working days of receipt by CONTRAC-
TOR
PAGE 9
XVe
INSURANCE
A Ail doctors and nurses providing care to patients shall
be required to maintain professional liability coverage of no less
than Five Hundred Thousand Dollars ($500,000) to insure the
services provided under this contract by such professionals
B The policy or policies of insurance shall contain a
clause which requires that CITY and CONTRACTOR be notified in
writing of any cancellation of change in the policy at least
thirty (30) days prior to such change or cancellation
XVI.
EQUAL OPPORTUNITY
A CONTRACTOR shall comply with the Equal Employment and
Affirmative Action Federal provisions
B CONTRACTOR shall comply with all applicable equal employ-
ment opportunity and affirmative action laws or regulations
C CONTRACTOR will furnish all information and reports
requested by the 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
XVII.
PERSONNEL POLICIES
Personnel policies shall be established by CONTRACTOR and
shall be available for examination
XVIII.
CONFLICT OF INTEREST
A CONTRACTOR 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 Contract
CONTRACTOR further covenants that in the performance of this
Contract, no person having such interest shall be employed or
appomnted as a member of Its governmng body
B CONTRACTOR further covenants that no member of its
governmng body or its staff, subcontractors or employees shall
possess any mnterest in or use his posmtlon for a purpose that ms
or gmves the appearance of bemng motivated by desire for private
gamn for himself, or others, partmcularly those wmth whmch he has
family, busmness, or other tmes
C No officer, member, or employee of CITY and no member of
its governing body who exercmses any function or responslbmlmtmes
in the revmew or approval of the undertakmng or carrymng out of
PAGE 10
thms Contract shall (1) partlcmpate mn any decision relating to
the Contract which affects hms personal interest or the mnterest
mn any corporation, partnership, or assocmatlon in whmch he has
dmrect or indirect interest, or (2) have any interest, direct or
mndmrect, mn this Contract or the proceeds thereof
XIX.
NEPOTISM
CONTRACTOR shall not employ mn any pamd capacity any person
who is a member of the mmmedlate family of any person who
currently employed by CONTRACTOR, or ms a meu~er of CONTRACTOR's
governing board The term "me~ber of immediate family" includes
wife, husband, son, daughter, mother, father, brother, smster
in-laws, aunt, uncle, nephew, niece, step-parent, step-chmld
half-brother and half-smster
XX.
POLITICAL OR SECTARIAN ACTIVITY
A None of the performance rendered hereunder shall mnvolve
and no portion of the funds received by CONTRACTOR hereunder shall
be used, either directly or indirectly, for any political activity
{including, but not llmmted to, an activity to further the
electmon or defeat of any candidate for publmc offmce) or any
actmvmty undertaken to influence the passage, defeat or fmnal
content of legislation
B None of the performance rendered hereunder shall involve,
and no portion of the funds received by CONTRACTOR hereunder shall
be used for or applmed directly or mndmrectly to the constructmon,
operation, maintenance or admmn~stratlon, or be utllmzed so as to
benefit mn any manner any sectarian or relmg~ous facility or
actmvmty
XXI.
PUBLICITY
A Where such actmon ms appropriate, CONTRACTOR shall pub-
llclze the actmvmtles conducted by CONTRACTOR under this Contract
In any news release, sign, brochure, or other advertising medium,
dmssemlnatmng information prepared or distributed by or for
CONTRACTOR, mention shall be made of the U S Department of
Housmng and Urban Development's Community Development Block Grant
Program funding through the City of Denton havmng made the project
possmble
B All publmshed material and wrmtten reports submitted
under thms project must be orlglnally developed material unless
otherwise specifically provided mn this Contract When material
not originally developed ms mncluded in a report, the report shall
mdentlfy the source mn the body of the report or by footnote
Thms provision is applicable when the material is mn a verbatim or
extensive paraphrase format
PAGE 11
Ail published material submitted under this project shall
include the following reference on the front cover or title page
This document is prepared in accordance with the City
of Denton's Community Development Block Grant Program,
with funding received from the United States Department
of Housing and Urban Development
C All reports, documents, studies, charts, schedules, or
other appended documentation to any proposal, content of basic
proposal, or Contracts and any responses, inquiries,
correspondence and related material submitted by CONTRACTOR, shall
become the property of CITY upon receipt
XXIIo
FUNDING APPLICATIONS
CONTRACTOR agrees to notify CITY each time CONTRACTOR is
preparing or submitting any application for funding in accordance
with the following procedures
A When the application is in the planning stages,
CONTRACTOR shall submit to CITY a description of the funds being
applied for, and proposed use of funds
B Upon award of or notice of award, whIchever is sooner,
CONTRACTOR shall notify CITY of such award and the effect, if any,
of such funding on the funds and program(s) contracted hereunder
Such notice shall be submitted to CITY, in writing, within ten
(10) working days of receipt of the notice of award or funding
award by CONTP3%CTOR, together w~th copies of the budget, program
description, and contract
C CONTRACTOR shall not use funds provided hereunder, either
directly or indirectly, as a contribution, or to prepare applica-
tions to obtain any federal or private funds under any federal or
private program without the prior written consent of CITY
XXIII.
CHANGES AND AMENDMENTS
A Any alterations, additions, or deletions to the terms of
this Contract shall be by written amendment executed by both
parties, except when the terms of this Contract expressly provide
that another method shall be used
B CONTRACTOR may not make transfers between or among
approved line-items within budget categories set forth in
Exhibit B without prior written approval of CITY CONTRACTOR
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
Contract In addition, budget revisions cannot s~gnlflcantly
change the nature, intent, or scope of the program funded under
this Contract
PAGE 12
C CONTRACTOR will submit revised budget and program
information, whenever the level of funding for CONTRACTOR or the
program(s) described herein is altered according to the total
levels 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 Contract Any
such modifications are to be automatically incorporated into this
Contract without written amendment hereto, and shall become a part
of the Contract on the effective date specified by the law or
regulation
E CITY may, from time to time during the term of the
Contract, request changes in Exhibit A which may include an
increase or decrease in the amount of CONTRACTOR'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 CONTRACTOR agrees to notify CITY in writing of any
proposed change in physical location for work performed under this
Contract at least thirty (30) calendar days in advance of the
change
H CONTRACTOR 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
XXV.
TERMINATION
A CITY may terminate this Contract with cause for any of
the following reasons
(1) CONTRACTOR's violation of covenants, agreements or
guarantees of this Contract
(2) Termination or reduction of funding by the United
States Department of Housing and Urban Development
CITY shall promptly notify CONTRACTOR in writing of the
dec,sion to terminate and the effective date of termination
Simultaneous notice of pending termination maybe made to other
funding sources specified in Exhibit B
B CONTRACTOR may terminate this Contract in whole or in
part by written notice to CITY, if a termination of outside
PAGE 13
funding occurs upon which CONTRACTOR depends for performance
hereunder CONTRACTOR may opt, within the limitations of this
Contract, to seek an alternative funding source, with the approval
of CITY, provided the termlnat~on by the outside funding source
was not occasioned by a breach of contract as defined herein or as
defined in a contract between CONTRACTOR and the funding source ~n
question
CONTRACTOR may terminate this Contract upon the dissolution of
CONTRACTOR's organization not occasioned by a breach of this
Contract
C Upon receipt of notice to terminate, CONTRACTOR shall
cancel, withdraw, or otherwise terminate any outstanding orders or
subcontracts which relate to the performance of this Contract
CITY shall not be liable to CONTRACTOR or CONTRACTOR's creditors
for any expenses, encumbrances or obligations whatsoever Incurred
after the termination date
XXVI.
NOTIFICATION OF ACTION BROUGHT
In the event that any claim, demand, suit or other action is
made or brought by any 9erson(s), firm, corporation or other
entity against CONTRACTOR, which may invoke this agreement,
CONTRACTOR shall g~ve written notice thereof to CITY w~thln two
(2) working days after being notified of such claim, demand, suit
or other action Such notice shall state the date and hour of
notification of any such claim, demand, su~t or other action, the
names and addresses of the person(s), firm, corporation or other
entity making such claim, or that instituted or threatened to
institute any tyge of action or proceeding, the basis of such
claim, action or proceeding, and the name of any person(s) against
whom such claim is being made or threatened Such written notice
shall be delivered either personally or by mall
XXVIII
MISCELLANEOUS
A CONTRACTOR shall not transfer, pledge or otherwise assign
this Contract or any interest there~n, 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 th~s Contract is held to be ~nval~d,
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 CONTRACTOR hereunder, or
any other act or failure of CITY to insist in any one or more
instances upon the terms and conditions of this Contract 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 CONTRACTOR Neither shall such payment, act, or
PAGE 14
omission in any manner impair or prejudice any r~ght, 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 provision
D Th~s Contract, together with referenced exhibits and
attachments, constitutes the entire agreement between the part~es
hereto, and any prior agreement, assertion, statement, understand-
lng or other commitment antecedent to this Contract, whether
written or oral, shall have no force or effect whatsoever, nor
shall any agreement, assertion, statement, understanding, or other
commitment occurring during the term of th~s Contract, or subse-
quent thereto, have any legal force or effect whatsoever, unless
properly executed in writing, and ~f appropriate, recorded as an
amendment of th~s Contract
E For purposes of this Contract, all official communica-
tions and notices among the parties shall be deemed made if sent
postage paid to the partles and address set for below
TO CITY TO CONTRACTOR
C~ty Manager Brenda Floyd
C~ty of Denton Vice President for Finance and
215 E. McKlnney St Administration
Denton, Texas 76201 Texas Woman's University
Denton, Texas 76204
F It ls expressly understood and agreed by both parties
hereto that CITY is contracting w~th CONTRACTOR as an ~ndependent
contractor
G This Contract shall be interpreted ~n accordance w~th the
laws of the State of Texas and venue of any l~t~gat~on concerning
this Agreement shall be in a court competent 3urlsd~ctlon sitting
in Denton County, Texas
IS WITNESS OF~HICH this Agreement l%as been executed on th~s
the ~'~ day of ~, 199 ~
CITY OF DENTON TEXAS WOMAN'S UNIVERSITY AND
TWU C A R E S
TED BENAVIDES BRS~qDA FLOYD / ~
CITY MANAGER VICE PRESIDENT FOR FINANCE
AND ADMINISTRATION ON BEHALF
OF TWU C A R E S ~ TEXAS
WOMAN'S UNIVERSITY
PAGE 15
ATTEST ATTEST
JENNIFER WALTERS, CITY SECRETARY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT PROUTY, CITY ATTORNEY
PAGE 16
EXHIBIT "A"
WORK STATEMENT
TWU C A R E S
TWU C A R E S aS a non-profat Health Center provadlng primary
care servaces to the medacally underserved populataons of the Caty
and County of Denton regardless of their poverty ratang These
services are not limited to medical specialty or age groups but
serve and~vaduals across the lafe span TWU C A R E S is a nurse
managed center that receives ars dIrection and authority from the
College of Nursing at TWU and its responsabalaty and
accountab~laty from the Board of Nurse Examaners of the State of
Texas These pramary care services are provaded an collaborataon
with members of the health care communaty and affllaate agencaes
servang lake populations wlthan Denton County
PAGE 17
EXHIBIT "B"
BUDGET
TWU CARES
Staff Salaries $14,000
Wages 3,000
Benefits 2,500
M&O 500
Totals $20,000
PAGE 18
ORDINANCE NO
AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY
MANAGI~R TO EXECUTE AN AMENDMENT TO THE AGREEMENT BETWEEN THE
CITY OF DENTON AND THE DENTON HOUSING AUTHORITY RELATING TO
RENOVATIONS TO THE TWU C A R E S HEALTH CLINIC FACILITY, AUTHORIZING
THE EXPENDITURE OF FUNDS THEREFOR, AND PROVIDING AN EFFECTIVE DATE
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
~ That the City Manager ts hereby authorized to execute an amendment to the
Agreement between the Ctty of Denton and the Denton Housing Authority relating to
renovations of the TWU C A R E S to shorten the term of that Agreement from ten (10) to two
(2) years, substantially tn the form of the attached Agreement which ~s tncorporated as a part of
this ordinance as ff written word for word hereto
~LTI.O.I~[_!L That the contract term as provided in the Agreement ~s hereby authorized
~ That thts ordinance shall become effective immediately upon its passage
and approval
PASSED AND APPROVED this the/_~ day of /~/~/~/~/'-, 1997
ATTEST
JENNIFER WALTERS, CITY SECRETARY
HERBERT L PROUTY, CITY ATTORNEY
STATE OF TEXAS §
COUNTY OF DENTON §
FIRST AMENDMENT TO AGREEMENT
BETWEEN CITY OF DENTON AND
THE DENTON HOUSING AUTHORITY
This Ftrst Amendment to that certmn Agreement between the City of Denton, Texas, a
municipal corporation, acting by and through its City Manager (hereinafter referred to as "City"),
and the Denton Housing Authority (hereinafter referred to as "Contractor"), said Agreement
referred to as "Base Agreement"
WITNESSETH
WHEREAS, the parties hereto wish to amend the Base Agreement by decreasing the term
&that agreement from ten (10) to two (2) years,
NOW, THEREFORE, it is agreed by and between the part~es hereto as follows
I
That Section I "Term" of the B~se Agreement is hereby amended to read as follows
This Agreement shall commence on or about July 1, 1997 and shall terminate on June 30,
1999, unless extended or sooner terminated by City Requests for such an extension must be in
writing and is to be submitted to City's Community Development Office
II
That save and except as amended hereby, all the original terms and conditions of the Base
Agreement shall remmn in full force and effect
IN WITNESS WHEREOF, this First Amendment has been executed on this the
day of ~~_, 1997
CITY OF DENTON
TED BENAVIDES, CITY MANAGER
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
DENTON HOUSING AUTHORITY
ATTEST
SECRETARY
Page 2