2015-201S: \Legal \Our Documents \Ordinances \15 \sery agr- Denton Assistance - Serve Denton.doc
ORDINANCE NO. 2015 -201
AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING AN AGREEMENT BETWEEN THE
CITY OF DENTON, TEXAS AND DENTON ASSISTANCE CENTER, INC. FOR FUNDS THAT
WILL BE USED FOR "SERVE DENTON" SERVICES; PROVIDING FOR THE EXPENDITURE OF
FUNDS; AND PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the City Council of the City of Denton hereby finds that the agreement between the
City and Denton Assistance Center, Inc. for funds to be used for Serve Denton services, which is attached
hereto and made a part hereof by reference (the "Agreement "), serves a municipal and public purpose and
is in the public interest; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The findings set forth in the preamble of this Ordinance are incorporated by
reference into the body of this Ordinance as if fully set forth herein.
SECTION 2. The City Manager, or his designee, is hereby authorized to execute the Agreement
and to carry out the duties and responsibilities of the City under the Public Service Agreement, including
the expenditure of funds as provided in the Agreement.
SECTION 3. This Ordinance shall become effective immediately upon its passage and approval.
PASSED AND APPROVED this the 21 day of .Y " , 2015.
...... ....
CHRIS WATTS, `1"S, MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
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SERVICE AGREEMENT
BETWEEN'rHE CITY OF DENTON, TEXAS AND
DENTON ASSISTANCE CENTER, INC.
This Agreement is hereby entered into by and between the City ref Denton, Texas,, allome Rule
Municipal Corporation, hereinafter referred to as "City", and Denton Assistance Center, as Texas
Non-Profit Corporation, hereinafter referred to as "Denton Assistance Center, Inc."'
WHEREAS, City has detennined that the proposal for services merits assistance and can
provide needed services to citizens of City and has provided funds in its budget for the purpose of
paying for contractual services; and
WHEREAS, this Agreement serves as valid municipal and public purpose and is in the public
interest;
NOW,THEREFORE, the parties hereto mutually agree as fbllowsa
1. S-CIOPE111011F SERVICES
Denton Assistance Center shall, in an satisfactory and proper manner, perform the following
tasks, for which the monies provided by City may be used:
The funds being provided shall be used by Denton Assistance Center to assist with funds that
will be used by Serve 1. . )enton services.
11, 0-BL IGA"'I""I QNS, QED E.N.M.I..'.0 N A S s.is,rANCE CENTER
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F. Denton Assistance Center will appoint as representative who will be available to ineet with
City officials when requested.
G. Denton Assistance Center will submit to City copies of year-end audited financial
statements.
Ill. TIME OF [11"'RFORMANCE
MANN - ---1-111- 1
I
The services funded by City shall be undertaken and completed by Organization within the
following time frame:
The term of this Agreement shall commence on the eff ctive date and terminate September 30,
2015 unless the contract is sooner terminated under Section V11 "Suspension or Termination",,
IV. PAYMENTS
I'll, . . . . ............ ....... . —111--
A, PAYMENTS TO I)ENTON AWSTANCE CENTER. City, shall pay to Denton Assistance ('enter
the sum specified in Article It aft er the eff.ective date of this Agreement.
B. ExCESS PAYMEN'r. Denton Assistance Center shall reftind to City within ten (10) working
days of City's request, any surn of money which has been paid by City, and which City, at any time
thereaflter determines:
1) has resulted in overpayment to Denton Assistance Center; or
2) has not been spent strictly in accordance with the terms of this Agreement; or
3) is not supported by adequate documentation to fully, justify the expenditure..
V. EVALLM"TION
Denton Assistance Center agrees to participate in an implementation and maintenance system
whereby the services can be contirniously rnonitored. Denton Assistance Center agrees to make
available its financial records for review by City at City"s discretion, In addition, Denton Assistance
Center agrees to provide City the following data and reports, or copies thereof-
A., All external or internal audits., Denton Assistance Center shall submit as copy of the annual
independent audit to City within ten (10) days of'receipt.
B, All external or internal evaluation reports,,
C. An explanation of any ma,. I )or changes in program services.
D, 'ire comply with this section, Denton Assistance Center agrees to maintain records that will
provide accurate, current, separate, and complete disclosure of the status of funds received and the
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services perfbrmed under this Agreement, 'The record systern of Denton Assistance Center shall
contain sufficient docurnentation to provide in detail full support and Justification for each
expenditure. [)enton Assistance C'enter agrees to retairii. all books, records, documents, reports, and
written accounting procedures pertaining to the services provided and expenditure of funds under
this Agreement for five years.
.E., Nothing in the above subsections shall be construed to relieve Denton Assistance Center
of responsibility for retaining accurate and current records that clearly reflect the level and benefit of
services provided under this Agreement.
V.I. DIRECT0.85'MEE"IfINIGIS,
Minutes of all ineetings of Denton Assistance Center" governing body shall be available to
City within ten (10) working day's of ap proval.
V11. TERMINATION
'rhe City may terminate this Agreement for cause U'Denton Assistance Center violates any
covenants, agreements, or guarantees of this Agreement, the Denton Assistance Center's insolvency
or fiting of bankruptcy, dissolution, or receivership, or the Denton Assistance Center'violation of any
law or regulation to which it is bound under the terms of this Agreement. The City, may terminate
this Agreement for other reasons not specifically enumerated in this paragraph.
V111, EQUAL OPPORTI.JNITY AND COMPLIANCE WITH LAWS
EQUAL ......... ------
A., Denton Assistance Center shall comply with all applicable equalemployment opportunity
and affirinative action law's or regulations.
.B., Denton Assistance Center wiH fttrnish all information and reports requested by ( . 'ity, and
will peri nit access to its books, records, and accounts for purposes and" investigation to ascertain
compliance with local, State and Federal rules and regulations.
C. In the event of noncompliance by Denton Assistance Center with the nondiscrimination
requirernents,the Agreement may be canceled, terminated, or suspended in whole or in part, and
Denton Assistance Center tnay be barred ftorn further contracts with City.
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IX WARRANTIES
Denton Assistance Center represents and warrants that:
A. All inf.�ormafion, reports and data heretofore or hereaft er 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 financial conditions of Denton Assistance Center
on the date shown on said report, and the results of the operation for the period covered by the report,
and that since said data, there has been no material change, adverse or otherwise, in the financial
condition of Denton Assistance Center.
C. No litigation or legal proceedings are presently pending or threatened against Denton
assist, -mce Center.
X. CHANGES AND AMENDMEN"rs
11111- ... .. . ..... . . . ........... . .. ...... . .. . —
A. Any alterations, additions, or deletions to the to of this Agreement shall be by
written amendment executed by both parties, except when the terms of this Agreement expressly,
provide that another era thud shall be used.
R 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 Agreement. Any such
modifications are to be automatically incorporated into this Agreement without written ar.nendinent
hereto, and shall become as part. of the Agreement on the effective date specified by the law, or
regulation,
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C. Denton Assistance Center shall noti 'Y City of any changes in personnel or goveming
board composition.
X1. INDEMNIFI-CA"J"10N,
XIL CONFLICT OF INTEREs"r
1-1-1-1-1-1-1 --- - -------
A., Denton Assistance Center 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 perforrned under this Agreement. Denton Assistance Center
ftirther covenants that in the perfonnance of this Agreement, no person having such interest shalt be
employed or appointed as a. member of its goveming body.,
B. Denton Assistance Center further covenants that no nwmber of its governing body or its
staff, subcontractors or employees shad possess any interest in or use his/her position Bor a purpose
that is or gives the appearance of bein g motivated by desire for private gain for himself/herself., or
anthers; particularly those with which he/she has family, business, or other ties.,
I
C. No officer, member, or employee of . lity and no member of its goverm I ng body who
exercises any function or responsibilities in the review or approval of the undertaking or carrying out
of this Agreement shall participate in any decision relating to the Are ernent which affects his
personal interest or the inter,est in any coq,:)oration, partnership, or association in which he has direct
or indirect interest.,
X111. NOTICE
.................. —
Any notice or other written instrt,iiment required or permitted to be deli vered tinder the terms of
this Agreernent shall be deemed to have been. delivered, whether actually received or, snot, when
deposited in the United States mail, postage prepaid, registered or certified, return receipt requested,
or via hand delivery or facsimile, addressed to Denton Assistance Center or City, as the case may be,
at. the following addresses:
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NM
City of Denton, Texas
Attn: City Manager
215 E. McKinney
Denton, TX 76201
Fax No. 94-0.349.8591
DEN'rON ASsisTANCE CEWER., fNC.
1.980 F., T.Jniversity Dr.
Denton, TX 76209
Either party may, change its mailing address Iby sending notice of change of address to the other at the
above address by certified mail, return receipt requested.,
.gip V. MISCELLANEOUS
....... ....
A. Denton Assistance Center shall not trans.f.er, pledge or otherwise assign this Agreement or
any, interest therein, or any claim arising thereunder to any party or parties, bmik., truest company or
other financial institution without the prior written approval of City.
B. If any provision of this Agreement is held to be invalid, 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.
D. This Agreement, together with referenced exhibits and attachnients, constitutes the entire
agreement between the parties hereto, and any prior agreement, assertion, statement, understanding,
or other commitment occurring during the term of this Agreement, or subsequent thereto, have any
legal force or effect whatsoever, unless properly executed in writing, and if appropriate, recorded as
u m amendment of this Agreement.
E. This Agreement shall be interpreted in accordance with the laws of the State of Texas and
venue of any litigation concerning this Agreement shall be in a court of competetitjurisdiction sitting
in Denton County, Texas.
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IN WITNESS WHEREOF, the parties do hereby affix their signatures and enter into this
Agreement as of the _ 2 day of , 2015.
1 if
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY:
ATTEST:
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fl-1:1 ), 1 1 . rCRFITARY
1
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CITY OF DENTON, TEXAS
i1Bi�, C, . MiIl 1 i,
CITY MANAGER
DENTON ASSISTANCE CENTER, INC.
PAT SMITH
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