19-414WHEREAS,
[worked with STHProject,'provide summer
lunches atno charge
through age 21 during the summer months when school is not in session at multiple locations
throughout the Citand
WHEREAS, the City and STH desire to implement the program again in the summer of 2019;
and
WHEREAS, the City Council of the City of Denton ("City") recognizes that providing
lunches at 1 charge to children under•g' of eighteenqualifying disabledparticipants
through -age 21 1urin the summer months
to enhance the quality of life of eligible 1 and
WHEREAS,r' entering into this Agreementpublic's 1
r valid public purpose; 1THEREFORE,
SECTION 1. ` findings and recitations contained ` preamble Ordinance are
incorporated hby reference.
SEQTION— 3. This Ordinance shall become effective immediately upon its passage and
approval.
The motion to approve this Ordinance was made by �'''� � and
This Ordinance was passed and approved b
seconded by ��,��'..�... � �' ��4`..�.�. �.a". ����� p pp � � y
Aye
Mayor Chris Watts:
Gerard Hudspeth, District 1:
Keely G. Briggs, District 2:
Don Duff, District 3:
John Ryan, District 4:
Deb Armintor, At Large Place 5:
Paul Meltzer, At Large Place 6:�
PASSED AND APPROVED this the
ATTEST:
ROSA RIOS, CITY SECRETARY
BY
APPROVED AS TO LEGAL FORM:
AARON LEAL, CITY ATTORNEY
Nay Abstain Absent
day of 2019.
7
p
I I R1"ik A 1 l S, MAYOR
Page 2
SITE AGREEMENT FOR THE 2018 SUMMER FOOD SERVICE PROGRAM
BETWEEN THE CITY OF DENTON, TEXAS AND
STHPROJECT, INC.
This Agreement is hereby entered into by and between the City of Denton, Texas, a home -rule
municipal corporation, hereinafter referred to as "Cityand STHProject, Inc., a Texas Non -Profit
Corporation, hereinafter referred to
WHEREAS, the City recognizes the importance of providing lunches at no charge to children
under the age of eighteen during the summer months when school is not in session; and
WHEREAS, in 2017 the City worked with STHPROJECT, Inc. to provide summer lunches at
multiple locations throughout the City; and
`4= I _iwfgn�,Z 0 1
III ir r r •• ` ` . Ii 1 1 r 11� + ZOE=
. ............................... . ......
STH shall, in a satisfactory and proper manner, perform the following tasks, for which tht.
locations provided by City may be used:
In consideration of the sites to be provided by the City, STH agrees to the following terms and
conditions:
Ir p, t me, 4, - Room-
QA"V,T_ 1.11cl; MMMMM"T" L-FTTT7Tr-Tjqf. C C SIVIP111t 111 �r.fx_ f U11 011.1111110E r(WIVIII
Service Program. Further, meals are to be prepared and delivered under controlled temperatures and
in accordance with state and local health standards.
Lei most-RoglI ra I I vol" 016111oll 11 11111 10 "I M-4
C. The Summer Lunches shall be provided during the time period described below at thiv
locations identified in Exhibit A, which is attached.
D. The Summer Lunches shall be available to all children eighteen (18) years of age and
under and qualifying disabled participants through age 2 1, in accordance with United States
Department of Agriculture (USDA) regulations.
D. STH shall maintain records required by either the City or USDA regarding (i) meal
A14*�', i&c_lu1
of this Agreement. Information specific to or related to the interest of the City of Denton will be
made available to the City at the City's request. The City shall set an appointment giving at least 24
hours advance notice for the inspection or production of any records.
E. Upon request, STH will provide to City its By -Laws and any of its rules and regulations
that may be relevant to this Agreement.
F. If STH is subject to an inspection by the local health department or an independent agency
to determine bacterial levels in the Summer Lunches being served, a copy of the results of such
inspection must be submitted promptly to the City for review.
G. STH shall report to the City any changes in the number of meals required as attendance
fluctuates and any problems or issues with service of the Summer Lunches.
H. STH will appoint a representative who will be available to meet with City officials when
requested.
1. STH's meal service shall include the delivery, distribution, and clean-up of Summer
Lunches at the locations identified in Exhibit A.
1111KOnim !Us Imej
In consideration of the Summer Lunch services to be provided by STH, the City agrees t,,$:
allow STH to use the locations identified in Exhibit A under the following terms and conditions:
A. STH shall deliver Summer Lunches by - --------- a.m. while providing adequate
refrigeration or heating during the delivery of all food to insure the wholesomeness of food ali
delivery in accordance with State or local health codes and performing constant quality control
inspections.
R STH shall ensure cleanup is completed by .. .. . ......................... . p.m., each day the Summer
Lunches are provided. Admittance will not be allowed outside these hours.
C. All locations are accepted by STH on an "as is" basis and may not be altered in any
way by STH or guests.
D. The maximum number of people the Civic Center can accommodate is six hundred
(4qU�- STH shall ensure that the number of yo-,yle in
Lunch does not exceed the maximum capacity of accommodation.
N1�
E. The City reserves the right to cancel use of any of the locations in its sole discretion.
If cancellation is initiated by the City, City staff will attempt to secure an alternative site (if
available).
F. STH is responsible for obtaining all required vendor permits and/or health permits for
the dissemination of Summer Lunches.
F. Per City of Denton Ordinance No. 2015-121, smoking if prohibited inside City
facilities. In addition, patrons must be twenty feet (20') from all entrances (including handicap
ramps/entryways/walkways) when smoking. This ordinance encompasses all forms of smoke, to
include barbeque smokers, grills, tobacco, tobacco products, and e-cigs.
H. No open flame, candles, hay, confetti -type d6c1r, soap bubbles, rice, birdseed, or live
animals (excluding service animals) are allowed in the building. Decorations must be authorized and
meet all fire codes. "Safe Heat" chafing dish warmers will be used on panned dishes to maintain
required temperatures.
J. No alcoholic beverages are permitted in vehicles, parking lots, loading areas,
sidewalks, or park/grass areas.
L. When the kitchen is used, STH is responsible for cleaning of the room and appliances.
Kitchen and appliances are provided on an "as -is" basis for food preparation. Appliances are
provided as a courtesy and their reliability cannot be guaranteed.
IV. TIME OF PERFORMAE
The term of this Agreement shall commence on the effective date and terminate September 1,
2018 unless the contract is sooner terminated under Section VII "Suspension or Termination."
The Summer Lunches provided herein shall be served week days from 5/29 2019through
8/10 5 2019. No lunches will be served on July 4, 2019, in observance of the Independence
Day holiday.
STH agrees to participate in an implementation and maintenance system whereby the services
can be continuously monitored. STH agrees to make available its financial records for review by
City at City's discretion. In addition, upon request, STH agrees to provide City the following data
and reports, or copies thereof-
A. All external or internal audits. STH shall submit a copy of the annual independent audit to
City within ten (10) days of receipt.
B. All external or internal evaluation reports,
MOMEM
110"Tit accil.rate ant M-MIF-11L I-CA;-mrits Lim CICUI-ly MUCCt Lne Yevel ana Denein oi sTerMV1`M!`!MpDFrom7TTeT
under this Agreement.
VI. DIREC'I'ORS: 'M.F',I,?"I'IN(II"TS
Upon request, minutes of all meetings of STH's governing body shall be available to City for
inspection or copy within ten (10) working days of approval.
P
The City may terminate this Agreement for cause if STH violates any covenants, agreements,
or guarantees of this Agreement, STH's insolvency or filing of bankruptcy, dissolution, or
Itf ?.,W 1?.Av 14-1V..W-V"i*s
Agreement. The City may terminate this Agreement for any other reasons not specifically
enumerated in this paragraph. STH reserves the right to terminate this agreement if any location
cannot wovide access', an
not have adequate participation in the program.
VIII. UX LJA,[,,, (,')[)PQR'. I JJ N ITY AND COMPLIANCE WITH LAWS
141-0116101:011161951 AM, 1011=1 in I
Wo -t e WEucation Amendments ot 1572; Section 544 of the
Discrimination Act of 1975; Title 7 CFR Parts 15, 15a, and 15b; the Americans with Disabilities
Act; and FNS Instruction 113 - 1, Civil Rights Compliance and Enforcement — Nutrition Programs
and Activities.
B. In the event of noncompliance by STH with the nondiscrimination requirements, the
reement ma-
,,, be
from further contracts with City.
A. All 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
Citv are comt,)Iete- accurate, and r *LSTM
said rer rresults of "h• o-,teratiNri
data, there has been no material change, adverse or otherwise, in the financial condition of STH.
D. None of the provisions herein contravenes or is in conflict with the authority under
U- - - - - - - - - - ...... . C r. I I I . . I I . . - - . I
E. -STH has the power to enter into this Agreement and has taken all necessary action to
authorize such acceptance of the terms and conditions of this Agreement.
F. None of the assets of STH 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
STH to City.
Each of these representations and warranties shall be continuing and shall be deemed t*
have been repeated by the submission of each request for payment.
A. Any alterations, additions, or deletions to the terms of this Agreement shall be by
written ?kv4(v MT--M-Qt1&V4)f
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.
IMF. 11MINIM,
A. Without limiting any of the other obligations or liabilities of STH, STH shall provide
and maintain through the term of this Agreement the minimum insurance coverage as indicated
hereinafter.
shallB. As soon as practicable after notification that this Agreement has been executed by the
City, STH
. Parksand Recreation Department satisfactory+ of insurance
including any applicable addendum or endorsements. STH may, upon written request to the Parks
and Recreation Der ask forr a1 of any . requirements at any however,
stronglySTH is advised to make such reque.�-priorto ., . ..
Lunchesrequirements may not be modified or waived Agreement execution unless a written Agreement
amendment is approved by the City Council. STH shall not commence any work or deliver any
Summer receives notification that .. . r beenaccepte1 + 1 ` , r Ij
signed by the City.
insuranceC. All policies proposed 1, obtained in satisfactionof theserequirements shall
comili with the followini ieneril
Each policy shallbe issued by r company f authorized 1 do business in the State of Texas
with an A.M. Best Companyr of at leastor better.
A deductibles 1self-insured retentions shall be declared proposal.
requested by theCity, the insurershallreduce or eliminatesuch deductibles1
self -
insured retentions with respectofficials, agents,f i1 `` and
volunteers; or, STH shall
procuref bond guaranteeing payment of losses, -1
investigations, r administration, and defense expenses.
. as AdditionalInsured
the City of Denton,
Employees, and volunteers.
* That such insurance is primary to any other insurance available to
the Additional Insure1 with respect1 claimscoveredunder
policy and that this insuranceapplies separately1 each insured
against 1 r r;1' or suit is brought. 1 1i.
more than one insured shall notoperate 1 increase
limit of liability.
• Provide + Waiver of Subrogationfavor 1, the City of Denton,
officials,agents, employees,and volunteers.
Cancellation: City `f day written notice1 d any of the policies described
1 the certificate I. cancelled or materiallychangedbefore the expiration r
Should any of the requiredinsurance I. provided under rclaimsr1` form,
shallr r coverage 1 1usly throughout the term of this Agreement
and, without lapse, for a period of three years beyond the contract expiration, such
that occurrences arising during the contract term which give rise to claims made after
expiration of 1 rshall be covered.
Should any of the required insurance be provided under a form of coverage that
includes a general annual aggregate limit providing for claims investigation or legal
defense costs to be included in the general annual aggregate limit, STH shall either
double the occurrence limits or obtain Owners and Contractors Protective Liability
Insurance.
Should any required insurance lapse during the contract term, requests for
location/site use originating after such lapse shall not be processed or approved until
the City receives satisfactory evidence of reinstated coverage as required by this
contract, effective as of the lapse date. If insurance is not reinstated, City may, at its
sole option, terminate this agreement effective on the date of the lapse.
i giiq�l 10 11 Ili
'lima Oil 111111iiii I lill fi!111�
1� Z in
I -If the Commercial General Liability form (ISO Form CG 0001 current edition) is used:
Coverage A shall include premises, operations, products, and completed operations,
independent contractors, contractual liability covering this contract and broad form
property damage coverage.
EENM���
0 Coverage C, medical payments, is not required.
If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and IS*
Form GL 0404) is used, it shall include at least:
Bodily injury and Property Damage Liability for premises, operations, products and
completed operations, independent contractors and property damage resulting from
explosion, collapse or underground (XCU) exposures.
Broad form contractual liability (preferably by endorsement) covering this contract,
personal injury liabty and broad form property damage liability.
STH shall provide Commercial Automobile Liability insurance with Combined Single Limits
�Csf") of vo-'Lless
this contract.
Satisfaction of the above requirement shall be in the for of a policy endorsement for:
• any auto, or
• all owned, hired, and non -owned autos.
. . . . ................. .. .. .. .. .. _111,1111-1 •
To the extent authorized by law, STH 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 liaof n4._-Iev
MPAWWWW1 MI I Re'r OV-1-1 -SO
based Won common. _*ke- isir b�
negligent or intentional acts of STH, its officers, employees, agents, subcontractors, licensees, and
invitees.
A. STH covenants that neither it nor any member of its governing body presently has any
interest, direct or indirect, which would conflict in any manner or degree with the performance of
services required to be performed under this Agreement. STH further covenants that in the
performance of this Agreement, no person having such interest shall be employed or appointed as a
member of its governing body.
ip
01 41RIG
PMITULC
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
exgr-.ises ?.xy fYxcti*m *r resyis,asiVilities ia the revievv-,tr *f the wi4eki,2king *r c�,-.iyirig *y.t
of this Agreement shall participate in any decision relating ♦ the Agreement which affects his
personal interest or the interest in any corporation, partnership, or association in which he has direct
or indirect interest.
or via hand -delivery or facsimile, addressed to STH or City, as the case may be, at the following
addresses:
RM
City of Denton, Texas
Attn: City Manager
215 E. McKinney
Denton, TX 76201
with a copy to:
City of Denton, Texas
Attn: City Attorney's Offlot;
215 E. McKinney
Denton, Texas 76201
STI I I
STHProject, Inc.
10 11 Surrey Lane
Bldg 200
Flower Mound TX 75022
I ; 11111 1 !!!!! I . W-e$
A. STH 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, th'i
remaining provisions shall remain in full force and effect and continue to conform to the original
intent of both parties hereto.
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 rrior agreement- assertion- statement-, understanding,
*r 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 Iaws 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 pa tics do 1'weby affix their signatures and enter into this
Agreement as of the day of _._, 2019.
CITY OF DENTON, TEXAS
s
TODD HILEMAN, CITY MANAGER
ATTEST: N
ROSA RIOS, CITY - pn 1 Y
APPROVED AS TO LEGAL FORM:.
AARON LEAL, CITY ATTORNEY
ATTEST:
STHProject, Inc.
Page 10 of I 1
EXAIBIT A:
LOCATIQNS I
1. Denton Civic Center, 321 E. McKinney Street, Denton, Texas 76201
2, Denia Recreation Center, 1001 Parvin Street, Denton, Texas 76205
3, Martin Luther King Recreation Center, 1300 Wilson Street, Denton, Texas 76205
4. McMath Middle School, 1900 Jason Drive, Denton, Texas 76205
5, North Lakes Rec Center, 2001 Windsor Street, Denton, Texas 76209
IN WITNESS WHERCtOl--�', the parties do hereb.), affix their signatures and enter into this
Agreement as of the 2019. day0f.- "411
CITY OF DENTON, "MXAS
TODD HILEMAN, CITY MANAGER
ATTEST:
ROSA RIOS, CITY SE ky
BY:
APPROVED AS TO LEGAL FORM:
A P (I'M I f 1, A I rTTV A TTnT?NM'V
MO
ATTI