19-2035S:\Legal\CC\Public Affairs\PEG Grant ord UNT - DCT.doc
ox�nvarrcE No. 19-2035
AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE SERVICE
AGREEMENTS RELATED TO PUBLIC, EDUCATION, AND GOVERNMENT (PEG)
GRANTS WITH THE UNIVERSITY OF NORTH TEXAS FOR ITS DENTON COMMUNITY
TELEVISION PEG CHANNEL; AUTHORIZING THE EXPENDITURE OF FUNDS
THEREFOR; AND DECLARING AN EFFECTIVE DATE.
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The City Manager, or his designee, is hereby authorized to execute an
agreement between the City of Denton and The University of North Texas for its TV channel.
The agreement for the channel Denton Community Television operated by the Mayborn School
of Journalism at LJNT, a copy of which is attached hereto, is incorporated herein and made a part
hereof.
SECTION 2. This ordinance shall become effective immediately upon its passage and
approval.
second dhb motion �¢�approve th� Ordinance was m the Ordm�ance a�s �w asse and
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the following vote � - �:
Chris Watts, Mayor:
Gerard Hudspeth, District 1:
Keely G. Briggs, District 2:
Jesse Davis, District 3:
John Ryan, District 4:
Deb Armintor, At Large Place 5:
Paul Meltzer, At Large Place 6:
N�a � Abstain
Absent
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CHRIS WATTS,IVIAYOR
ATTEST:
ROSA RIOS, CITY SECRETARY
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APPROVED AS TO LEGAL FORM:
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FY2018-19 SERVICE AGREEMENT
BETWEEN THE CITY OF DENTON, TEXAS AND
DENTON COMMUNITY TELEVISION — DCTV
This A,greement is hereby entered into by and between the City of Denton, Texas, a Home
Rule Municipal Corporation, hereinafter referred to as "City", and University of North Texas on
behalf of Denton Community Television -- DCTV, Mayborn School of Journalisrrz, hereinafter
refened to as "Organization":
WHEREAS, City has determined that the proposal for services merits assistance and can
provide needed services to citizens of City; and
WHEREAS, this Agreement serves a valid municipal and public purpose and is in the public
interest as it will assist local non-profit agencies, schools, hospitals, and public safety organizations
within the City, among other things;
NOW, THEREFORE, the parties hereto mutually agree as foIlows:
I. SCOPE OF SERVICES
Organizatao�a 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 Organization to assist with the costs of capital
equipment related to providing Public, Educational and Government cable television services
within the City of Denton in accordance with Federal Communications Commission (FCC}
regulations.
II. OBLIGATIONS OF ORGANIZATION
In consideration of the receipt of funds from City, Organization agrees to the following terms
and conditions.
A. Ten-Thousand Dollars and no/100 ($10,000.00) shall be paid to Organization by City
to be utilized for the purposes set forth in Article I.
B. Organization will maintain adequate records to establish that the City funds are used for
the purposes authorized by tE�is Agreement.
C. Organization will permit authoxized ofiicials of City to r�view applicable records at a
mutually agreed upon date and time.
D, Organization will provide full-backup documentation for expenditures, invoices, and
canceled checics to City by the end of the current fiscal year, September 30.
E, Organization will appoint a representative who wiIl be available to meet with City
officials when requested.
III. TIME OF PERFORMANCE
The services funded by City shall be undertaken and completed by Organization within the
following tirne frame;
The term of this Agreement shall commence on the effective date and terminate at end of
the cu�rrent fiscal �ear, unless the contract is sooner terminated under Section VII "Suspension or
Termination".
IV. PAYMENTS
A. PAYMENTS TO ORGAN[ZATION. City shall pay to Organization the sum speeified xn
Article II after the effective date of this Agreement.
B. EXCESS PAYMENT. Organization shall refund to City within ten (l0) working days oi
City's request, any sum of money which has been paid by City and which City at any time thereaf�er
determines:
1} has resulted in overpayment to Organization; or
2) has not been spent strictly in accordance with tl�,e terms of this Agreement; or
3) is not supported by adequate documentation to fully justify the expenditure.
V. EVALUATION
Organization agrees to provide City the following data and reports, or copies thereof:
A. All applicable external or internal audits. Organization shall submit a copy of the annual
independent audit to City within ten (10) days of receipt.
B. All applicable external or internal evaluation reports.
C. An explanation oiany major �h�a���s in program services.
D. To comply with this section, Organization agrees to znaintaan records that will provide
accurate, current, separate, and complete disclosure of the status of funds received and the services
performed under this Agreement. The record system of 4rganuzatioz� shall contain suff cient
documentation to provide in detail full support and justification for each expenditure.
Organization agrees to retain all books, records, documents, reports, and written accounting
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procedures pertaining to the services provided and expenditure of funds under this Agreement for
five years.
E. Nothing in the above subsections shall be cox►strued to relieve Organization of
responsibility for retaining accurate and current records that clearly reflect the level and benefit of
services provided under this Agxeement.
VI. TERMINATION
The City may terminate this Agreement for cause if Organization violates any covenants,
agreements, or guarantees of this Agreement, the Organization's insolvency or iiling of
bankruptcy, dissolution, or receivership, or the Organization's violation of any law or regulation
to which it is bound uz�der the terms of this Agreement. The City may terminate this Agreement
for other reasons not specifically enumerated in this para����al�.
VII. EQUA��. �T�`F'��`�"��'��'����`� �.�� COMPLIANCE WITH LAVi�S
A. Organization shall comply with all applicable equal employment opportunity and
affitmat�ve action laws ar regulations.
B. Organization will furnish a11 information and repoxts requested by City, and will permit
access to its books, records, and accounts for purpases of investigation to ascertain compliance
with local, State and Federal rules and regulations.
C. In the event of non-compliance by Organization with the non-discrimination
requirements, the Agreement may be canceled, terminated, or suspended in whole or in part, and
Organization may be barred froxn further contraets with City.
VIII. REPRESENTATIONS
Organizatian represents:
A. All infarmation, reports and data heretofore or hereafter furn�ished to City, are
complete and accurate as of the date shown on the information, data, or report, and, since that date,
have not undez'gone 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 Organization on the date
shown on said report, and the results of the operation for the period cavered by the report, and that
since said data, there has been no material change, adverse or otherwise, in the financial condition
of organization.
C. No litigation or legal proceedings that would adversely affect Organizations
obligations under this Agreement are presently pending or threatened against Organization.
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D, None of the provisions herein contravenes or is in conflict with the authority under
which organization is doing business or with the provisions of any existing indenture or agreement
of organization.
E. Organization 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 Organization are subject to any lien or encumbrance of any
character, except for current taxes not delinquent, except as s�.own in the financial statements
furnished by Organization 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. CHANGES ANJ:�� �i1����;�+i������J�"'���"�
A. Any alterations, additions, or deletions to the terms of this Agreement shaIl 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 daie specified by
the law or regulation.
X. 1��'��.;��ra ������ `�"ic��a.
To th� extent authorized by law, the Organization agrees to indemnify, hold harmless, and
defend the City, its officers, agents, az�d employees from and a�a�nst any and all claims or suits for
injuries, damage, loss, or liability of whatever kind or character, arising out of or in connecfion with
the performance by the Organization or those services contemplated by this Ageement, 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 organization, its officers,
empIoyees, agents, subcontractors, Iicensees and invitees.
XI. �'���i���:,"�" i�� �1'"1"�T�.��'N"
A. Organization covenants tk�at neither it nor ar�y mezxiber o:f 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. Organization further
cove�ts that �n the perfoz�rrxance of this Agreement, no person having such interest sha.11 be
employed or appointed as a member of its governing body.
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B. Organization 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 hirnself/herself, or
others; particularly those with which he/she has family, business, or other ties.
�, No offcer, member, or employee of City and no member of its governing body who
exercises any function or responsibilities in the review or appro�val of the undertaking or carrying
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, ar association in which he has
direct or indirect interest.
XII. 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 certiiied, return receipt
xequested, or via hand-delivery or facsimile, addressed to Organization or City, as the case may
be, at the following addresses:
ORGANIZATION
Dentan Community Television-DCTV
Mayborn School of Jaurnalism
University of Noirth Texas
1155 Union Circle, #311460
Denton, TX 76201-5017
Telephone: 940.565.4917
CITY
City of Denton, Texas
Attn: City Manager
215 E. McKinney
Denton, TX 76201
Telephone: 940, 3 49-83 07
Fax No, 940.349-8596
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.
XIII. C�C���'���:��1"������fi�
A. Organization shall not txansfer, 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 fnancial 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 Organization herewnder, 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 construed in any way ta be a waiver by City of any breach of covenant or default
which may then or subsequently be committed by Organization. Neither shall such payment, act,
or omission in any manner impair or prejudice any rigl�t, 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.
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D. This Agreement, ��,���C��,�,r with referenced exhibits and attachments, con��i���4°�.� ���
entire agreement between the ����wti�:� hereto, and any prior agreement, assertion, �t�;����a�n,�;,
��r��c����t���.ding, or other commitment occurring during the term of this agreement, or subsequent
t��r.°�°t�, l�ave any legal force or effect whatsoe�Wer, 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.
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TO D HILEMAN�� CITY MANAGER �����������"���
ATTEST:
ROSA RIOS, CITY SECRETARY , ��r�4���� �,��� �,,
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APPROVED AS TO LEGAL FORM: n" a��, °��� �����
CITY ATTORNEY °�� � u` e���� �y���`���°'
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ORGANIZATION (UNT)
Bob Brown
Senior Vice Presldent
for Finance & Administration
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