18-424FILE REFERENCE FORM 18-424
X Additional File Exists
Additional File Contains Records Not Public, According to the Public Records Act
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FILE(S)
Date Initials
Chan e Order to Service A reement 05/16/18 JR
S:\Legal\Our pocurr�ents\Ordinances\18\serv agr-Friends with Benefits Ord.doc
ORDINANCE NO. 1$-424
AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING AN AGREEMENT
BETWEEN THE CITY OF DENTON, TEXAS AND FRIENDS WITH BENEFITS FOR THE
PURPOSE OF EXPENSES FOR OUTINGS FOR THE CHILDREN AT CUMBERLAND
CHILDREN'S HOME; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR;
AND PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the City Council of the City of Denton hereby finds that the agreement
between the City and Friends with Benefits, 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
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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
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approval.
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PASSED AND APPROVED this the ...m..q� ��;��---_ Y �_. ��' ��'���:...� ..............�.r.__ �
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CHRIS WATTS, MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
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SERVICE AGREEMENT
BETWEEN THE CITY OF DENTON, TEXAS AND
FRIENDS WITH BENEFITS
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 Friends with Benefits, a Texas non-
profit corporation, hereinafter referred to as "FWB".
WHEREAS, City has determined 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 a valid municipal and public purpose and is in the public
interest;
NOW, THEREFORE, the parties hereto mutually agree as follows:
I. SCOPE OF SERVICES
FWB shall, in a 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 FWB for the purpose of expenses for outings for the
children at Cumberland Children's Home.
II. �i�t.�!C�a�"1"I���l�..�i" �^m'�''�}�
In consideration of the receipt of funds from City, FWB agrees to the following terms and
conditions:
A. One Hundred, Sixty Dollars and no/100 ($160.00) shall be paid to FWB by City to be
utilized for the purposes set forth in Article I.
B. FWB will maintain adequate records to establish that the City funds are used for the
purposes authorized by this Agreement.
C. FWB will permit authorized officials of City to review its books at any time.
D. Upon request, FWB will provide to City its By Laws and any of its rules and
regulations that may be relevant to this Agreement.
E. FWB will not enter into any contracts that would encumber City funds for a period
that would extend beyond the term of this Agreement.
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F. FWB will appoint a representative who will be available to meet with City officials
when requested.
IIL "C'�9'�L� ��� �'E:[�,��"����d�N�"1:�":
The services funded by City shall be undertaken and completed by FWB within the following
time frame:
The term of this Agreement shall commence on the effective date and terminate September 30,
2018, unless the contract is sooner terminated under Section VII "Suspension or Termination".
IV. PAYMENTS
A. PAYMENTS TO FWB. City shall pay to FWB the sum specified in Article II after the
effective date of this Agreement.
B. EXCESS PAYMENT. FWB shall refund to Ciiy within ten (10) working days of City's
reyuest, any sum of money which has been paid by City and which City at any time thereafter
determines:
1) has resulted in overpayment to FWB; 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. ��"�r1;i..����"�"�C�l�
FWB agrees to participate in an implementation and maintenance system whereby the
services can be continuously monitored. FWB agrees to make available its financial records for
review by City at City's discretion. In addition, upon request, FWB agrees to provide City the
following data and reports, or copies thereof:
A. All external or internal audits. FWB shall submit a 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 major changes in program services.
D. To comply with this section, FWB agrees to maintain records that will provide
accurate, current, separate, and complete disclosure of the status of funds received and the services
performed under this Agreement. FWB' record system shall contain sufficient documentation to
provide in detail full support and justification for each expenditure. FWB agrees to retain all books,
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records, documents, reports, and written accounting procedures pertaining to the services provided
and expenditure of funds under this Agreement for fve years.
E. Nothing in the above subsections shall be construed to relieve FWB of responsibility
for retaining accurate and current records that clearly reflect the level and benefit of services
provided under this Agreement.
VI. DIRECTORS' MEETINGS
Upon request, minutes of all meetings of FWB' governing body shall be available to City
within ten (10) working days of approval.
VII. TERMINATION
The City may terminate this Agreement for cause if FWB violates any covenants, agreements,
or guarantees of this Agreement, the FWB' insolvency or filing of bankruptcy, dissolution, or
receivership, or the FWB' 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.
VIII. �LJI'�1. %�t',����1�„i �l�d[ �'�" 14���� �.���C"����.����t,"�' '�J� lw�:.� �m �"��
A. FWB shall comply with all applicable equal employment opportunity and affirmative
action laws or regulations.
B. FWB will furnish all information and reports requested by 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.
C. In the event of FWB' non-compliance with the non-discrimination requirements, the
Agreement may be canceled, terminated, or suspended in whole or in part, and FWB may be baned
from further contracts with City.
IX. "6�'�B�i�111�'t"�1��
FWB represents and warrants that:
A. All 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 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 FWB 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 FWB.
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C. No litigation or le�al proceedings are presently pending or threatened against FWB.
D. None of the provisions herein contravenes or is in conflict with the authority under
which FWB is doing business or with the provisions of any existing indenture or agreement of FWB.
E. FWB has the power to enter into this Agreement and accept payments hereunder, and
has taken all necessary action to authorize such acceptance under the terms and conditions of this
Agreement.
F. None of the assets of FWB are subject to any lien or encumbrance of any character,
except for current taxes not delinquent, except as shown in the financial statements furnished by
FWB to City.
Each of these representations and warranties shall be continuing and shall be deemed to have
been repeated by the submission of each request for payment.
X. ��,I���'r�� ��� �'16W1C}::I�#I��1"'��l"�"���.
A. Any alterations, additions, or deletions to the terms of this Agreement shall be by
written amendment executed by both parties, except when the terms of this Agreement expressly
provide that another method shall be used.
B. 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 amendment
hereto, and shall become a part of the Agreement on the effective date specified by the law or
regulation.
C. FWB shall notify City of any changes in personnel or governing board composition.
XI. INDEMNIFICATION
To the extent authorized by law, the FWB agrees to indemnify, hold harmless, and defend the
City, its officers, agents, and employees from and against any and all claims or suits for injuries,
damage, loss, or liability of whatever kind or character, arising out of or in connection with the
performance by the FWB or those services contemplated by this Agreement, including all such claims
or causes of action based upon common, constitutional or statutory law, or based, in whole or in part,
upon allegations of negligent or intentional acts of FWB, its officers, employees, agents,
subcontractors, licensees and invitees.
XIL �"�}�f��..�f�A,..�.._1 �7����" l� ������°{,�a�,
A. FWB 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 perfortnance of
services required to be performed under this Agreement. FWB further covenants that in the
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performance of this Agreement, no person having such interest shall be employed or appointed as a
member of its governing body.
B. FWB 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 is
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 City and no member of its governing body who
exercises any function or responsibilities in the review or approval of the undertaking or canying out
of this Agreement shall participate in any decision relating to the Agreement which affects his
personal interest or the interest in any corporation, partnership, or association in which he has direct
or indirect interest.
XIII. 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 mail, postage prepaid, registered or certified, return receipt requested,
or via hand-delivery or facsimile, addressed to FWB or City, as the case may be, at the following
addresses:
CITY
City of Denton, Texas
Attn: City Manager
215 E. McKinney
Denton, TX 76201
Fax No. 940.349.8596
FRIENDS WITH BENEFITS
Mindy Arendt, President
3205 Broken Arrow Road
Denton, TX 76209
940.736.0310
Either party may change its mailing address by sending notice of change of address to the
other at the above address by certified mail, return receipt requested.
XIV. 1"�^�I�(;I��..C,�,�➢ m�)���
A. FWB 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 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.
C. In no event shall any payment to FWB hereunder, or any other act or failure of City to
insist in any one or more instances upon the terms and conditions of this Agreement constitute or be
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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 FWB. Neither shall such payment, act, or omission in any manner
impair or prejudice any right, 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. This Agreement, together with referenced exhibits and attachments, 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 an 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 competent jurisdiction
sitting in Denton County, Texas.
IN WITNESS WHEREOF, the ���rti�� do„hereby affix their signatures and enter into this
Agreement as of the m,m;�'� �"'�' �'`mm day of ���°��� ����"°� �_� w�, 2018.
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TODD HILEMAN, CITY MANAGE � tl� W�LL
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ATTEST:
JENNIFER WALTERS, CITY SECRETARY
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FRIENDS WITH BENEFI"fS
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BY: .� ,.,. �.�,,,,,.. __.._..._�..._......
MINDY ,� � T�"�"� PRESIDENT
CHANGE ORDER TO SERVICE AGREEMENT
The Service Agreement between the City of Denton, Texas and Friends with Benefits dated
March 20, 2018 and approved by Ordinance No. 18-424 is hereby changed to increase City
funding by the amount of 600 (the "Change Order Funds"). The Change Order Funds shall be
used for the same public purposes and administered in the same manner specified in the Service
Agreement.
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Todd Hileman
City Manager
Date: � /(a- /�
AGREED:
Friends with Benefits
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