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1995-258A:\FMOORE.AMD AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE AMENDMENT NUMBER ONE TO THE AGREEMENT WITH THE CITY OF DENTON AND FRED MOORE DAY NURSERY SCHOOL, INC. TO PROVIDE FOR CONSTRUCTION IMPROVEMENTS AND PLAYGROUND IMPROVEMENTS AND TO EXTEND THE AGREEMENT TERM ONE YEAR IN EXCHANGE FOR ADDITIONAL FEES; AND PROVIDING FOR AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: ~ECTION I. That the Mayor is authorized to execute Amendment Number One to the Agreement between the City of Denton and Fred Moore Day Nursery School, Inc., ("Agreement") a copy of which is attached hereto. SECTION II. That the city Council is hereby authorized to expend funds in the amount of Two hundred, seventy-five thousand dollars and no cents ($275,000.00) as specified in the amended Agreement. SECTION III. That this ordinance shall become effective immed- iately upon its passage and approval. PASSED AND APPROVED this the /~ day of~¢~.~ , 19~- BOB CASTLEBERRY, MA~ ~ ATTEST: JENNIFER WALTERS, CITY SECRETARY HERBERT L. PROUTY, CITY ATTORNEY ~/~ENDMENT NO. i TO HGREEMENT BETWEEN THE CITY OF DENTON AND FRED MOORE DAY NURSERY SCHOOL, INC. COMMENCING J~NU~Y lw 1995 WHEREAS, THE CITY OF DENTON ("CITY") and Fred Moore Day Nursery School, Inc. (,,CONTRACTOR") entered into an Agreement between the city of Denton and Fred Moore Day Nursery School, Inc. ("Agree- ment") which commenced January 1, 1995; WHEREAS, CITY and CONTRACTOR desire to amend the Agreement to provide for the construction of improvements to drainage and extend the Agreement term one year in exchange for additional fees of Seventy-five thousand dollars ($75,000). WITNESSETH 1. Section i of the Agreement is hereby and herewith amended to read as follows: "This Agreement shall commence on or as of January 1, 1995, and shall terminate on December 31, 2006 unless adjusted by the CITY. Request for such an adjustment must be in writing and is to be submitted to the Community Development office." 2. Section II of the Agreement is hereby and herewith amended to read as follows: -CONTRACTOR" shall perform the following services and activi- ties in a satisfactory and efficient manner as determined by CITY in accordance with the terms of the Agreement: a. Ail services and activities described in Attachment "A" to the Agreement, b. Completion of rehabilitation work in kitchen, c. Construction improvements to the resource room including walls, floors, ceilings, and installation of shelving, d. Construction improvements to the multi-purpose room, e. Playground improvements including installation of new playground equipment." 3. Section III Paragraph A. of the Agreement is hereby and herewith amended to read as follows: "A. CITY shall provide funds in the amount of not more than $200,000 to assist the CONTRACTOR in the improvements to the facility located at 821 Crosstimber, Denton, Texas. CITY shall also provide funds in the amount of not more than $75,000 to assist the CONTRACTOR in the completion of construction improvements and to complete playground improvements. The total amount of funds to be provided by CITY to assist CONT~CTOR for said improvements to said facility shall not exceed Two hundred, seventy-five thousand dollars and no cents ($275,000.00)." 4. In all other respects, the terms and conditions of the Agreement, as executed by the parties remain in full force and effect. BOB CASTLEBERRY, ~AY~~ / ATTEST: JENNIFER WALTERS, CITY SECRETARY HERBERT L. PROUTY, CITY ATTO~EY FRED MOORE DAY NURSERY SCHOOL, INC. / ~A;THY ~AS~I~, D~REC~0R A: \FM00RE · K ORDIN CE NO. OW AN ORDINANCE OF THE CITY OF DENTON, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT BETWEEN THE CITY OF DENTON AND FRED MOORE CHILD CARE CENTER, INC. TO PROVIDE FOR COMMUNITY DEVELOPMENT FUNDING OF CONSTRUCTION IMPROVEMENTS; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR, NOT TO EXCEED $200,000; AND DECLARING AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION I. That the City Manager is hereby authorized to exe- cute the attached agreement with Fred Moore Child Care Center, Inc. to provide for the community development funding of construction improvements noted therein. SECTION II. That the City Council hereby authorizes the expenditure of funds in the manner and amount as specified in the agreement, not to exceed $200,000. SECTION III. That this ordinance shall become effective immediately upon its passage and approval. 1995.PASSED AND APPROVED this the~/~'~ day of ~- , ~BERRY MAYOR ATTEST: BOB CASTLE ~~ JENNIFER WALTERS, CITY SECRETARY MICHAEL A. BUCEK, ACTING CITY ATTORNEY AGREEMENT BETWEEN THE CITY OF DENTON AND FRED MOORE CHILD CARE CENTER This Agreement is made and entered into by and between the City of Denton, Texas, a municipal corporation, acting by and through its City Manager, pursuant to ordinance, hereinafter referred to as CITY, and Fred Moore Child Care Center, 821 Crosstimber, Denton, Texas 76205, a not-for-profit corporation, hereinafter referred to as CONTRACTOR. WHEREAS, CITY has received certain funds from the U. S. Department of Housing and Urban Development under Title I of the Housing and Community Development Act of 1974, as amended; and WHEREAS, CITY has adopted a budget for such funds and included therein an authorized budget for expenditure of funds for a complete rehabilitation of the Fred Moore Child Care Center facility. WHEREAS, CITY has designated the Community Development Office as the division responsible for the administration of this Agree- ment and all matters pertaining thereto; and WHEREAS, CITY wishes to engage CONTRACTOR to carry out such project; NOW, THEREFORE, the parties hereto agree, and by the execution hereof are bound to the mutual obligations and to the performance and accomplishment of the conditions hereinafter described. I. TERM This Agreement shall commence on or as of January 1, 1995, and shall terminate on December 31, 2005, unless adjusted by CITY. Request for such an adjustment must be in writing and is to be sub- mitted to CITY's Community Development Office. II. RESPONSIBILITIES CONTRACTOR hereby accepts responsibility for the performance of all services and activities, described in the Description of Improvements attached hereto as Attachment "A", in a satisfactory and efficient manner as determined by CITY, in accordance with the terms herein. CITY will consider CONTRACTOR's executive director to be CONTRACTOR's representative responsible for the management of all contractual matters pertaining hereto, unless written notifica- tion to the contrary is received from CONTRACTOR, and approved by CITY. Pred Moore Construction Improvements Funding -- PAGE 1 CITY's Community Development Administrator will be CITY's representative responsible for the administration of this Agree- ment. III. CITY'S OBLIGATION A. CITY shall provide funds in an amount not to exceed $200,000 to assist CONTRACTOR in the improvements to the facility located at 821 Crosstimber, Denton, Texas. B. CONTRACTOR agrees to hold and save harmless CITY from any and all loss, cost, or damage of every kind, nature or description arising under this Agreement or from any source whatsoever. C. The projects will be bid out through CITY's Purchasing Department. CITY shall prepare agreements with the prime building contractor and issue checks to the prime building contractor in accordance with the contracted schedule for performance payments. D. CITY shall comply with HUD Office of Management and Budget Circular A-87. CITY shall be responsible for performing environmental review to insure necessary compliances are met. E. This Agreement and the payments made hereunder are con- tingent upon receipt of U.S. Department of Housing and Urban De- velopment Community Development Block Grant Funds, and shall ter- minate immediately, not withstanding the provisions of Article XV hereof, should such funds be discontinued for any reason. IV. COMPLIANCE WITH STATE AND LOCAL LAWS CITY and CONTRACTOR agree to perform their duties in the Programs in compliance with the U.S. Department of Housing and Urban Development Community Development Block Grant regulations. V. REPRESENTATIONS A. CONTRACTOR warrants that it is the legal owner of the property described in Article III, Section A and CONTRACTOR agrees to allow CITY access to this site for inspection purposes. CON- TRACTOR further agrees to allow CITY to bid and execute agreements with the Prime Building Contractor for the rehabilitation of the Fred Moore Child Care Center. B. CONTRACTOR shall continue to utilize the facility at 812 Crosstimber, Denton, Texas for a minimum of 10 years after improve- ments are completed to provide low cost day care for low and moder- ate income families in the community. Fred Moore Construction Improvements Funding -- PAGE 2 C. CITY is the only agent authorized to designate changes or additions to the work to be performed. Any additions or changes to the work authorized by CITY can only be done in writing with the signatures of CITY's City Manager, Mayor, or Community Development Administrator plus representatives of CONTRACTOR, and the prime building contractor. VI. COVENANTS A. During the term of this Agreement, CONTRACTOR shall not, without the prior written consent of CITY's Executive Director of Planning and Development or his authorized representative, change the use, or function of the property. (1) The proposed change must meet one of the national objec- tives and the Center must not be used for the general conduct of government. (2) If it is determined that the changes do not meet the national goals for use, CONTRACTOR must dispose of the property or reimburse this program in the fair market amount of the property less the amount of private funds put into the property. B. CONTRACTOR shall comply with the uniform administrative requirements, as described in Section 570.502 CDBG Handbook, a copy of which is attached hereto. VII. PROGR3~M INCOME All fees collected for services are considered program income, as described in Section 570.504 CDBG Handbook (see Attachment "D"), and shall be retained by CONTRACTOR to be used for Program activities as previously described. Fiscal records are to be kept and are to reflect the use of these funds. VIII. 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 Agreement and with any other ap- plicable 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 Agreement or any ap- plicable law. CONTRACTOR shall include the substance of this provision in all subcontracts. Fred Moore Cons~r~ction Improvements Funding o- PAGE 3 B. CONTRACTOR agrees to retain all books, records, docu- ments, reports, and written accounting policies and procedures pertaining to the operation of programs and expenditures of funds under this Agreement for the period of time and under the condi- tions specified by CITY. 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 Agreement. D. At any reasonable time and as often as CITY may deem necessary, CONTRACTOR shall make available to CITY, or any of its authorized representatives, all of its records and shall permit CITY, or any of its authorized representative 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 all other data relating to the program requested by said representatives. E. CONTRACTOR shall give CITY, the U.S. Department of Housing and Urban Development, or any of their duly authorized representatives, access to and the right to examine all books, accounts, records, reports, files and other papers belonging to or in use by CONTRACTOR pertaining to this Agreement. Such rights to access shall continue as long as the records are retained by CONTRACTOR. IX. REPORTS AND INFORMATION 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 Agreement. If CONTRACTOR receives federal funds in excess of $25,000, from any source, or if for any reason an independent audit is conducted, CONTRACTOR agrees to submit an audit conducted by independent examiners within 10 days after receipt of such. X. MONITORING AND EVALUATION CITY shall conduct a performance review of CONTRACTOR on an annual basis or as otherwise deemed necessary by CITY to evaluate compliance with the provisions of this Agreement as necessary in the performance of its duties of program accountability. Fred Moore Construction Improvements Funding -- PAGE 4 XI. INSURANCE An insurance policy shall be secured by CONTKACTOR to cover liability for a minimum of ten years as stipulated by CITY. A copy of this policy shall be submitted to CITY's Community Development Office within 30 days of contract execution. XII. EQUAL OPPORTUNITY During the performance of this Agreement, CONTRACTOR is subject to Executive Order 11246, as amended, and, therefore, agrees to the following: (1) CONTRACTOR will not discriminate against any employee or applicant for employment because of race, color, reli- gion, sex, national origin, or familial status. CONTRACTOR will take affirmative action to ensure that applicants who are employed are treated during employment · without regard to their race, color, religion, sex, national origin, or familial status, concerning such employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or their apprenticeship. CONTRACTOR agrees to post in conspicuous places, available to both employees and applicants for employment, notices to be provided by CITY setting forth provisions of this nondiscrimination clause. (2) CONTRACTOR, in all solicitations or advertisements for employees placed by or on behalf of CONTRACTOR, shall state that all qualified applicants will receive con- sideration for employment without regard to race, color, religion, sex, national origin, or familial status. XIII. CONFLICT OF INTEREST CITY and CONTRACTOR state that to the best of their knowledge no member of the City of Denton, Texas, and no officer, employee, or agent of said authority (CITY) who exercises any function or responsibilities in connection with the carrying out of the Program to which this Agreement pertains has a personal financial interest, direct or indirect, in this Agreement. XIV. POLITICAL OR SECTARIAN ACTIVITY A. None of the performance rendered hereunder shall involve any political activity (including, but not limited to, and activity to further the election or defeat of any candidate for public Fred Moore Construction Improvements Funding -- PAGE 5 office) or any activity undertaken to influence the passage, defeat or final content of legislation. B. None of the performance rendered hereunder shall involve or benefit in any manner any sectarian or religious activity. XV. TERMINATION A. CITY shall have the right to terminate this Agreement, in whole or in part, at any time whenever CITY determines that CON- TRACTOR has failed to comply with any term of this Agreement. CITY shall notify CONTRACTOR in writing at least thirty (30) days prior to the date of termination, of the effective date of such termina- tion, and in the case of partial termination, the portion of the Agreement to be terminated. Property shall be subject to disposi- tion under Sections 570.503(b) (8) & 570.504(b) (4&5) CDBG Handbook. (See Attachment "B" and "C".) B. CITY shall have the right to terminate this Agreement for convenience, in whole or in part, with the consent of CONTRACTOR and when both parties agree upon the termination conditions, inclu- ding the effective date and the portion to be terminated. C. CONTRACTOR shall have the right to terminate this Agree- ment for convenience, in whole or in part, by written notification to CITY, which shall include the reason for such termination, the effective date and the portion to be terminated. If, in the case of a partial termination, it is the determination of CITY that the remaining portion of the award is not sufficient to accomplish the project as described in the Description of Improvements, CITY may require that the entire grant be terminated. XVI. INDEMNIFICATION A. It is agreed and understood by the parties that all employees and personnel furnished by the Fred Moore child Care Center and engaged in the work of the Fred Moore Child Care Center shall not be deemed employees of CITY and shall be responsible to and under the direction of CONTRACTOR. B. For purposes of this Agreement, all official communica- tions and notices among the parties shall be deemed made as of the Fred Moore Construction I~provements Funding -- PAGE 6 date mailed if sent postage paid to the parties and address set for below: ~O CITY: TO CONTRACTOR: City Manager Director City of Denton Fred Moore Child Care Center 215 E. McKinney St. 821 Crosstimber Denton, Texas 76201 Denton, Texas 76205 IN~.~I~ESS OF WHICH.~th~s Agreement has been executed on this the ~/ ~ day of .~ J 19~. CITY OF DENTON ATTEST: JENNIe%ER WA~TERS, CITY SECRETARY MIKE BUCEK, ACTING~CI~TTORNEY BY: '- ~~ / FRED MOORE CHILD CARE CENTER / BY: ~H~A/K f~C~ER, DIRECTOR- ATTEST: SECRETARY Fred Moore Construction Improvements Funding -- PAGE 7 ATTACHMENT "A" Fred Moore Child Care Center DESCRIPTION OF IMPROVEMENTS Construction improvements will consist of improvements as stated in work specifications prepared by Architect Alan Nelson, including, but not limited to, the following: installation of a new roof, electrical, plumbing and mechanical systems, installation of new doors and windows, installation of ceramic tile, installation of new flooring where needed, and installation of new cabinetry. WORK STATEMENT Fred Moore Child Care Center is a non-profit child care facility for low income families. Parents must be working, going to school, or looking for employment to be eligible. Fred Moore Child Care Center is open Monday through Friday from 6:30 a.m. to 5:30 p.m. The staff consists of eight teachers, one director, one assistant director, one aide, and a cook. The children are served breakfast, lunch and two snacks. Tuition is based on size of the family and annual income. Fred Moore Construction Improvements Funding -o PAGE 8 ATTACHMENT "B" 24 CFR § 570.505 The standards described in this section apply to real property within the recipient's control which was acquired or improved in whole or in part using CDBG funds in excess of $25,000. These standards shall apply from the date CDBG funds are first spent for the property until five years after closeout of an entitlement recipient's participation in the entitlement CDBG program or, with respect to other recipients, until five years after the closeout of the grant from which the assistance to the property was provided. (a) A recipient may not change the use or planned use of any such property (including the beneficiaries of such use) from that for which the acquisition or improvement was made unless the recipient provides affected citizens with reasonable notice of, and opportunity to comment on, any proposed change, and either: (1) The new use of such property qualifies as meeting one of the national objectives in Section 570.208 and is not a building for the general conduct of government; or (2) The requirements in paragraph (b) of this section are met. (b) If the recipient determines, after consultation with affected citizens, that it is appropriate to change the use of the property to a use which does not qualify under paragraph (a) (1) of this section, it may retain or dispose of the property for the changed use if the recipient's CDBG program is reimbursed in the amount of the current fair market value of the property, less any portion of the value attributable to expenditures of non-CDBG funds for acquisition of, and improvements to, the property. (c) If the change of use occurs after closeout, the provisions governing income from the disposition of the real property in Section 570.504(b) (4) or (5), as applicable, shall apply to the use of funds reimbursed. (d) Following the reimbursement of the CDBG program in accordance with paragraph (b) of this section, the property no longer will be subject to any CDBG requirements. Fred Moore Construction improvements Funding -- PAGE 9 ATTACHMENT "C" 24 CFR § 570.503 (a) Before disbursing any CDBG funds to a subrecipient, the recipient shall sign a written agreement with the subrecipi- ent. The agreement shall remain in effect during any period that the subrecipient has control over CDBG funds, including program income. (b) At a minimum, the written agreement with the subrecipient shall include provisions concerning the following items: (1) Statement of Work. The agreement shall include a description of the work to be performed, a schedule for completing the work, and a budget. These items shall be in sufficient detail to provide a sound basis for the recipient effectively to monitor performance under the agreement. (2)' Records and Reports. The recipient shall specify in the agreement the particular records the subrecipient must maintain and the particular reports the subrecipient must submit in order to assist the recipient in meeting its recordkeeping and reporting requirements. (3) Pro rc~Income. The agreement shall include the program income requirements set forth in Section 570.504(c). (4) Uniform Administrative Requirements. The agreement shall require the subrecipient to comply with appllcabl uniform administrative requirements, as described in Section 570.502. (5) Other Proqram Requirements. The agreement shall require the subrecipient to carry out each activity in compllanc with all Federal laws and regulations described in sub- part K of these regulations, except that: (i) The subrecipient does not assume the recipient's environmental responsibilities described at Section 570. 604; and (ii) The subrecipient does not assume the recipient's responsibility for initiating the review process under the provisions of 24 CFR Part 52. (6) Conditions for Reliqious Orqanizations. Where applica- ble, the conditions prescribed by HUB for the use of CDBG Fred Moore Const~ction Improvements Funding -- PAGE funds by religious organizations shall be included in the agreement. (7) Suspension and Termination. The agreement shall specify that, in accordance with 24 CFR 85.43, suspension or termination may occur if the subrecipient materially fails to comply with any term of the award, and that the award may be terminated for convenience in accordance with 24 CFR 85.44. (8) Reversion of Assets. The agreement shall specify that upon its expiration the subrecipient shall transfer to the recipient any CDBG funds on hand at the time of expiration and any accounts receivable attributable to the use of CDBG funds. It shall also include provisions to the use of CDBG funds. It shall also include provi- sions designed to ensure that any real property under the subrecipient's control that was acquired or improved in whole or in part with CDBG funds in excess of $25,000 is either: (i) Used to meet one of the national objectives in Section 570.208 until five years after expiration of the agreement, or for such longer period of time · as determined to be appropriate by the recipient; or (ii) Disposed of in a manner that results in the recipi- ent's being reimbursed in the amount of the current fair market value of the property less any portion of the value attributable to expenditures of non- CDBG funds for acquisition of, or improvement to, the property. (Reimbursement is not required after the period of time specified in paragraph (b) (8) (1) of this section.) Fred Moore Construction Improvements Funding -- PAGE ATTACHMENT "D" 24 CFR § 570.504 (a) Recordinq Proqram Income. The receipt and expenditure of program income as defined in Section 570.500(a) shall be recorded as part of the financial transactions of the grant program. (b) Disposition of Proqram Income Received by Recipients. (1) Program income received before grant closeout may be retained by the recipient if the income is treated as additional CDBG funds subject to all applicable require- ments governing the use of CDBG funds. (2) If the reclplen chooses to retain program income, that income shall affect withdrawals of grant funds from the U.S. Treasury as follows: / (i) Program income in the form of repayments to, or interest earned on, a revolving fund as defined in Section 570.500(b) shall be substantially disbursed from the fund before additional cash withdrawals are made from the U.S. Treasury for the same activ- ity. (This rule does not prevent a lump sum dis- bursement to finance the rehabilitation of private- ly owned properties as provided for in Section 570.513.) (ii) Substantially all other program income shall be disbursed for eligible activities before additional cash withdrawals are made from the U.S. Treasury. (3) Program income on hand at the time of closeout shall continue to be subject to the eligibility requirements in Subpart C and all other applicable provisions of this part until it is expended. (4) Unless otherwise provided in any grant closeout agree- ment, and subject to the requirements of paragraph (b) (5) of this section, income received after closeout shall not be governed by the provisions of this part, except that, if at the time of closeout the recipient has another ongoing CDBG grant received directly from HUD, funds received after closeout shall be treated as program income of the ongoing grant program. (5) If the recipient does not have another ongoing grant received directly from HUD at the time of closeout, Fred Moore Construction improvements Funding -- PAGE 12 APPROVED AS TO FORM: PURCHASER DEBRA A. DRAYOVITCH THE CITY OF DENTON, TEXAS S ITY ATTORNEY ~~ .~~_ ~ By: By: Apri~ ~6, 1993 215 E. McKinney Street Denton, Texas 76201 STATE OF TEXAS cOUNTY OF DALLAS This instrument was acknowledged before me on by Roqer C. Sullivan~ Individually a~d as Agent and Attorney-in-Fact for Roger C. Sullivan, Jr., Gregory M. Sullivan, Timothy H. Sullivan and Mary M. Sullivan. NOTARY PUBLIC IN AND FOR TEXAS STATE OF TEXAS COUNTY OF DALLAS This instrument was acknowledged before me on by Roger C. Sullivan, President of Roger C. sullivan Company, a Texas Corporation. NOTARY PUBLIC IN AND FOR TEXAS STATE OF TEXAS COUNTY OF DENTON the on ~_~..~, ._~X_/ This instrumentis a~kno~ledggd~ before me, , of the city of Denton, a municipal corporation, known to me to be the person and officer whose name is subscribed to the foregoing instrument and acknowledged to me that the same was the act of the said City of Denton, Texas, a municipal corpo- ration, that he was duly authorized to perform the same by ap- propriate resolution of the city Council of the city of Denton and that he executed the same as the act of the said city for purpose and consideration therein expressed, and in the capacity therein stated. ~age ?