19-2013S:\l.egal\Our pocuments\Ordinanccs\19\ORDINANCI: -[3ridging Hopc - Pinal Copy DE3A.doc
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WHEREAS, Council Member Davis contributed a tatal of $$00 from available council
contingency funds; and
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SECTION 2. The City Manager, or his designee, is hereby authorized ta execute the
Agreement and to carry out the duties and responsibilities of the City under the Agreement,
including the expenditure of funds in an amount not to exceed $800 in accordance with the terms
of the Agreement.
SECTION 3. This Ordinance shall become effective immediately upon its passage and
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appraval.
The motion to approve this ordinance was made by ��� � �" ��,� �� ,�,���� � ������';� �� . __..0
and seconded by �� �� �� �� r, -��'��'''�"�, ---- _____ .A.,,. • I`}7is ordinance was passed and
approved by the following vote [ r/ - rQ�:
Aye Nay Abstain Absent
Chris Watts, Mayar: �"'��
' S:\Legal\Our pocuments\Ordinances\19\ORDINANCf-_ - Bridging I lope - Final Copy DBA doc
Gerard Hudspeth, District 1:
Keely Briggs, District 2:
Jesse Davis, District 3:
John Ryan, District 4:
Deb Armintor, At Large Place 5:
Paul Meltzer, At Large Place 6:
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PASSED AND APPROVED this the �°"���,�� _ day of �)���"�;�°��,�������� �� � 20"19.
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CHRIS�"��TTS, MAYOR . __.___
ATTEST;
ROSA RIOS, CITY SECRETARY
:
APPROVED AS TO LEGAL FORM:
AARON LEAL, CITY ATTORNEY
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sF�zvicr Ac�urcMFNT
ET 1+; N T CITY OF 1)ENT N AN1)
llUANE WHITI�; MINISTRirS, INC.
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interest;
NOW, THERLFOItE, the parties hereto mutually agree as fallows:
I. SCO}'EwOr_S_LRVICES
Bridging Hope shall, in a satisfactory and proper manner, perform the following tasks, for
which the monies provided by City may be used;
The funds being pravided will be I'or the purpose of paying expenses for ihe meals and other
necessary items for the homeless and at-risk in the City af Denton.
II. (llil�:l,��r�iwl���l� ��1�k���C]m�<�BC���_ll��l��^"�
In consideration of the receipt of funds from City, Bridging I-Iope agrees to the following
terms and conditions:
A. Cight Hundred Dollars and no/100 ($800.00) shall be paid ta Bridging Hope by the
City to be utilized for the purposes set farth in Article I.
B. Bridgin� I-Iope will maintain adequate records to establish that the City funds are used
for the purposes authorized by this Agreement.
C. IIridging Hope will permit auth�rired oPf cials of City to review its books at any time.
D. Upon request, I3ridging I-lope will pravide to City its By Laws and any of its rules and
regulatians that may be i•elevant to this Agreement.
E. Brid�ing Hope will nat enter into any contracts that would encumber City funds for a
periad that would extend beyond the term of this Agreement.
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F. Bridging Hope will appaint a representative who will be available to meet with City
afficials when requested.
I1I. TIME OI' PERT'OItMANCF_,
The services funded by City shall be undertaken and completed by Bridging Hope within the
following time frame:
The term af this Agreement shall commence an the effective date and terminate September 30,
2019, unless the contract is soaner terminated under Section VII "Suspensian ar Termination".
IV. PAYMENTS
A. PAYMENTS •ro BrtidGiNG Hoi=E. City shall pay ta Bi•idging Hope the sum specified in
Article II after the effective date of this Agreement.
B. ExcEss PAVMEN�['. Bridging Hape shall refund ta City within ten (10) warking days
of City's request, any sum of money which has been paid by City and which City at any time
thereafier determines:
1} has resulted in overpayment lo I3ridging Hope; or
2) has not been spent strictly in accordance with the terms of this Agreement; or
3) is nat supported by adequate documentation to Fully justify the expenditure.
V. EVALU��I`ION,
Bridgin� Hope agrees ta participate in an implementation and maintenance system whereby
the services can be cantinuously manitared. Bridging Hope agrees to make available its bank
statements for review by City at City's discretian. In additian, upon request, I3ridging Hope agrees to
provide City the following data and reports, or copies thereof':
A. All external or internal audits. I3ridgin� Hape shall submit a capy af the annual
independent audit to City within ten (10) days of receipt.
B. All external or internal evaluation repai-ts.
C. An explanation of any major changes in program serv�ces.
D. To comply with this section, I3ridging Hope agrees to maintain records that will
provide accurate, current, separate, and complete disclasure of the status af funds received and the
services performed under this Agreement. Bridging I-Iope's recard system shall cantain sufficient
documentation to provide in detail full suppart and justi�ication far each expenditure. Bridging Hope
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agrees to retain all books, records, documents, repocts, and written accounting procedures pertaining
to the services provided and expenditure oi fL1i1dS Lllla(:l• this A�reement for five years.
E. Nothing in the above subsections shall be construed to relieve I3ridging Hope of
responsibility for retaining accurate and curi•ent records that clearly reflect tlle level and benefit of
services provided under this Agreement.
Vi. MLE'fINGS
Upon rec�uest, minutes oi'all meetings of I3ridging Hope's governing body shall be available
to City within ten (l0) workinb days of appraval.
VII. TTRMINATION
The City may terminate this Agreement for cause if 13ridging I-Iope vialates any covenants,
agreements, or guarantees af this Agreement, the Bridging Hope's insolvency or filing of bankruptcy,
dissolution, �r receivership, or the IIridging 1-lope's violati�n af any law or regulation to which it is
bound under the terms of this �lgreement. "I'he City may terminate this Agreement for ather reasons
not specifically enumerated in this para�;raph.
VIII. 1��4�i����,,� (��'1't�l� l�,�E"�JI`� i�' h%,II� �"(�V"'�ml�� i�lC�l� �a'_�1 �'C_!_ f.le��.
A. Bridging Hope shall comply with all applicable ec�ual employment apportunity and
affirmative actian laws or regulations.
B. Bridging I-iope will furnish all information and reports requested by City, and will
permit access to its baoks, records, and accounts for purposes of investigation to ascertain
campliance with local, State and rederal rules and regulations.
C. In the event of Bridging i-Iope's non-compliance with the non-discrimination
requirements, the Agreement may be eanceled, tei•minated, or suspended in whole or in part, and
Bridging I Iope may be barred from fi�rther contracts with City.
IX. WARRANTII�S
Bridging I-Iope represents and warranis that:
A. All information, reports and data heretofore or hereafter requested by City and
furnished to City, are complete and accurate as af the date shown on the informati�n, data, ar report,
and, since that date, have not undergone any significant change without written natice to City.
B. Any supporting bank statements heretofore requested by City and furnished to City,
are camplete, accurate and fairly reflect the financial canditions of Bridging I-Iope on the date shown
on said report, and the results of the operation for the period covered by the report, and that sinee
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said data, there has bcen na material change, adverse or otherwise, in the iinancial conditian of
Bridgin� I-Iope.
C. Na litigation or lebal p�•aceedin�s are presently pending ar threatened against
Bridging I-I�pe.
D. None of the pravisians herein contravenes ar is in eanflict with the authority under
which Bridgin� Hope is doing business or with the pravisions oPany existing indenture or agreement
of Bridging Hope.
E, IIridging Hape has the power ta enter into this Agreement and accept payments
hereunder, and has taken all necessary action ta authorize such acceptance under the terms and
conditions of this Agreement.
F. None af the assets of Brid�ing I-Iope ai°e subject ta any lien or encumbrance of any
character, except far current taxes nat delinquent, except as shawn in the bank statements furnished
by Brid�ing IIope to City.
Cach of these representations and warranties shall be continuing and shall be deemed to have
been repeated by the submission af each request f'ar payment.
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A. Any alterations, additions, or deletions to the terms of this A�reement shall be by
written amendment executed by bath parties, except when the terms of'this Agreement expressly
provide that another method shall be used.
B. It is understoad and agreed by the parties hereta that changes in the State, Federal ar
local laws or regulations pursuant hereto may occur during the term of this Agreement. Any such
modificatians are to be automatically incorparated into this Agreement without written amendment
hereta, and shall beeome a part of the Agreement on the ePfective date specified by the law or
regulation.
C. Bridging Hope shall natify City of any changes in personnel or �overning board
camposition.
XI. INI7_f'MNIFf CA"I'ION
To the extent authorized by law, the I3ridging Hope agrees to indemnify, hold harmless, and
defend the City, its ofiicers, agents, and employees from and against any and all claims or suits far
injuries, damage, loss, or liability af whatever kind or character, arising out of or in connection with the
performance by the Bridging Hope or those services cantemplated by this Agreement, including all
such claims or causes af actian based upon comman, constitutianal ar statutory law, or based, in whale
or in part, upon allegations af negligent or intentional acts of Bridging Hape, its afficers, emplayees,
agents, subcontractors, licensees and invitees.
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XIL �"�.�G�f���d.i��"1" ���� �i�"l �����1::`���..
A, I3ridging I-Iope covenants that neither it nor any �nember of its governing body
presently lias 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. I3ridging Hope further
covenants that in the performance of this Agreement, no person havin�; such interest shall be
employed or appointed as a member of its governing body.
B. Bridging Hope 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/herselP, or others;
paMicularly 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 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, or Bridgin�; Hope in which he has
direct or indirect interest.
XIII. NOTICC
Any notice or other written instrument reguired 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, postagc prepaid, registered or certiCed, return receipt requested,
or via hand-delivery or facsimile, addressed to I3rid�;in� I-iope or City, as the case may be, at the
following addresses:
CITY
DUANE WI-II'1'E MINIS"I,RIF,S D/B/A
I3RIDGING I-IOPC MINISTRILS
Wayne Aleshire
President
4582 rishtrap Rd.
Denton, TX 76208
�ither pariy � ay ch�n�� its n�a�lin� �ddr�ss by ��nd�n� ns�ti�� �f �han�;� �i addr�ss t� th�
oth��° �t th� ab�ve address l�y c�i�i���a ���il, r�tt�rr� i°���ipt reclu�st�d.
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XIV. MISC�_?l l,,�NLOUS
A. Bri�i�;i���g Hope shall ���>l l���r����sfer, ��l+�c���„c; ���" ��a��h�r�w�i;��� assign this Agre��������t or any
interest therein, or ���r�����y claim arising ������°�::t����der t�� �zi�� ����°ly� �:��r ���r� 1��::��, bank, trust com�������°�y ��r other
financial institution without the prior written approval of City.
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B. If any provision of tllis Agreement is held to be invalid, illegal, or unenforceable, the
remaininb provisions shall remain in fitll force and effect and continue to conform to the ori�inal
intent of both parties hereto.
C. In no event shall any payment to I3ridging I-Iope 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 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 Bridging I Iope. 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, privile�es, or remedies are always
specifically preserved. No representative or agent of City may waive the effect of this provision.
D. "I'his Agreement, to�ether 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 WITNCSS WHEREOF, the ����t����������� do hereby aff x their signatures and enter into this
Agreement as of the �°;��,��;� day of ����`��°° ��.�„�,� �`��' ��,, ,w.___�_,� 2019�,
ATTEST:
ROSA RIOS, CITY SECRI?TARY
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BY: � ' � ���..����� _.� ��.�.�"����= �....____
APPROVCD AS TO L.F.,GAL T'ORM:
AARON LEAL, CITY ATTORNCY
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BOTH 1��,+'"IEW MENT ���� ��N��
THI� ��
ED AND APPROVED
as to financial and operational
obligations and business terms..
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C'���""'�"�,OF D1:��"1'( �G
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TODD �-�1� .�i'�'���> CITY MANAGER
DUANL WHIT� MINISTRIES D/B/A
I3RIDGING HOPE MINISTRIES
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WA �J�"a ALESHIRE
PR�SIDENT
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