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20-1596ORDINANCE NO.20-1596 AN ORDINANCE APPROVING AN AGREEMENT BY AND BETWEEN THE CITY OF DENTON AND THE DENTON COMMUNITY THEATRE, INC., PROVIDING FUNDING FOR REHEARSAL SPACE; AUTHORIZiNG THE CITY MANAGER TO EXECUTE THE AGREEMENT; APPROVING THE EXPENDITURE OF FUNDS THEREFOR; AND PROViDrNG FOR AN EFFECTIVE DATE. WHEREAS, the City of Denton ("City") and Denton Community Theatre, Inc. ("DCT"), entered into " Agreement – Denton Community Theater" which was approved by Ordinance 2015-279, and executed on September 15, 2015, and which expires on September 30, 2020; and WHEREAS, the City and DCT amended the " Agreement – Denton Community Theater" which was approved by Ordinance 2019-2316, and executed on October 8, 2019; and WHEREAS, the City Council of the City of Denton, has determined that it is in the best interests of the City to enter into a new agreement to continue to support the arts in the community and specifically, to provide public funds for utility and facility and maintenance services to the DCT in consideration of the valuable cultural and public services to be furnished by the DCT to the City, which constitutes a public purpose; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: Section 1. The City Council hereby approves the " Agreement- Denton Community Theatre" attached hereto, and incorporated herewith by reference, between the City of Denton and the Denton Community Theatre (hereafter the '’ Agreement"), and authorizes the City Manager to execute said Agreement. Section 2. The City Council authorizes the expenditure of funds in the manner and amount as specified in the Agreement. Section 3. This ordinance shall become effective immediately upon its passage and approval. The motion to approve this ordinance was made by -Jam and seconded by Bs, the ordinance was passed and approved by the following vote b - D]: Aye J ,/ J L -L J Nay Abstain Absent -£Mayor Chris Watts: 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: PASSED AND APPROVED this the bW) day of Oc+GbC(–, 2020. Z- y/ # CHRIS WATTS, MAYOR Gerard Hudspeth, Mayor Pro TemATTEST: ROSA RIOS, CITY SECRETARY aM _/gLa APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY DocuSign Envelope ID: 9064354D-134F4D64-A551-COF86BAD6316 THE STATE OF TEXAS COUNTY OF DENTON AGREEMENT-DENTON COMMUNITY THEATRE The City of Denton, Texas, a Texas municipal corporation (hereafter the "City") and the Denton Community Theatre, a Texas not-for-profit corporation (hereafter the '’DCT") do hereby enter into this Agreement-Denton Community Theatre (hereafter the "Agreement- DCT"), and hereby presents: PREAMBLE A. Both the City and DCTdesire to simplify and streamline the handling of payments regarding the DCT’s utility bills and the payment provisions for facility and maintenance services regarding the timing and method of City's payments; and B.City staff has received direction from Council to proceed with proposing this Agreement-DCT to provide DCT with an amount of funding for utilities and facility and maintenance services for the rehearsal facility to be utilized by Denton Community Theatre, which DCT has leased from the Golden Triangle MaIl; and C.The City has proposed to provide a mutually agreed-upon fixed annual funding amount for the leased rehearsal facility used by DCT that is leased from the Golden Triangle MaIl; and to improve the administration of funds, as well as to reduce City and DCT staff time that is devoted to reconciling the DCT utility and facility and maintenance accounts; and D. Attached hereto as Exhibit “B" is a brief history of the community arts facilities in Denton, which is provided for informational purposes only and is specifically not incorporated into Agreement-DCT; NOW THEREFORE, the City and DCT for good and valuable consideration, and for the benefit of community cultural and theatrical activities in the City of Denton, Texas; the City and DCT do hereby AGREE to the following covenants, provisions and terms, that establish this Agreement-DCT, to wit: 1. The termination date of this Agreement-DCT is agreed to be September 30, 2025, unless earlier terminated as provided for herein. 1 DocuSign Envelope ID: 9064354D-134F4D64-A551-COF86BAD6316 2 City and DCTagree and understand that if the City is unable or not willing to appropriate funds for subsequent fiscal years, in order to continue the funding provided for, that the City may terminate this Agreement-DCT at the end of the then current Fiscal Year and it shall not be obligated to make further payments under this Agreement-DCT. The first annual period regarding this Agreement-DCT shall commence on October 1, 2020 and continue through September 30, 2021. The second annual period shall commence on October 1, 2021 and continue through September 30, 2022. The third and successive annual periods shall be in each succeeding year thereafter. 3. The DCT agrees to deliver to the City Director of Finance, its Financial Statements and its Independent Auditor's Report for each Fiscal Year of DCT, during the pendency of this Agreement-DCT, promptly when received from its Auditor, at the close of the DCT Fiscal Year. 4.The City shall provide a mutually agreed-upon annual funding amount commencing on October 1, 2020 for DCT’s rehearsal space at the Golden Triangle MaII. The annual funding amount for City utilities, as detailed in Exhibit A attached hereto and incorporated herein for all purposes, will be paid annually with the first such payment beginning October 2020. DCT shall timely and directly pay for all its utilities for said rehearsal space directly to the providers of same and/or to their Landlord, as applicable. DCT may manage whether or not it desires separate meters for utility services. The City does not object to same 5. The City and DCT agree that the additional sum of $3,000 is an appropriate amount to be spent annually on DCT’s facility services for its rehearsal space at the Golden Triangle MaII. This $3,000 amount is in addition to the annual amount set forth in Section 4 herein. The $3,000 for facility and maintenance services will be paid to DCT in October of each Fiscal Year, beginning in October 2020. DCT shall then be liable for paying all of its facility and maintenance services for the Fiscal Year. 6. There are no requirements set for maximum annual usage (i.e. kilowatt hours, gallons of water, etc.) regarding this Agreement-DCT. There are no other utility services covered by this Agreement-DCT other than for drainage, electric, gas, solid waste, water and wastewater utilities. 7. The fixed annual funding accounts established by the City in Paragraph numbers 4 and 5 above, may be re-considered by the City Council if the DCT either sells, assigns or otherwise disposes of the DCT leased location to another entity, or sub-leases 2 DocuSign Envelope ID: 9064354D-134F4D64-A551-COF86BAD6316 the DCT leased location to another entity, or the DCT leased location is no longer used for the cultural and theatrical purposes that benefit the residents of the City of Denton, Texas. 8. DCT is strongly encouraged to implement energy savings plans, and may fully utilize Denton Municipal Utilities community services, such as the Green-Sense Program, Energy Audits, and other resources in order to economize and more efficiently regulate its utility use. 9. The City may enter the DCT rehearsal facilities at any time that City staff provides advance notice to the designated representative of DCT. Sig,,d thi, th, afb- d,y ,fCL+t>t2er , 2020. CITY OF DENTON MANAGER ArrEST: ROSA RIOS, CITY SECRETARY &? APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATrORNEY DocuSlgned by: IABel pdb)nhlBY THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. cassandra Ogden PRINTED NAMESIGNATURE Director of Finance TITLE DENTON COMMUNITY THE ITS: Managing--Di rector ofit Corporation DocuSign Envelope ID: 9064354D-1 34F4D64-A551-COF86BAD6316 EXHIBIT A DCT Rehearsal Space Annual Funding Amounts Fiscal Years 2020-2025 City Provided Utilities $8, 100 Facility and Maintenance Services $3,000 DocuSign Envelope ID: 9064354D-134F4D64-A551-COF86BAD6316 Exhibit B A Brief History of the Community Arts Facilities in Denton Greater Denton Arts Council (GDAC), which began in 1968 as the “Fine Arts and Cultural Affairs Committee" of the Denton Chamber of Commerce, became an independent entity in 1969 and incorporated as a tax exempt 50 kc)(3) corporation in 1970. Since then it has served as the umbrella organization and advocate for area arts, cultural, and educational entities. GDAC offices, as well as a variety of special events and gallery exhibitions, are housed in the Patterson- Appleton Center Arts Center located on the southeast corner of Hickory and Bell Avenue. Denton Community Theatre (DCT), chartered as a non-profit educational organization under 501(c)(3) of the Internal Revenue Code in August, 1969, is one of the oldest arts groups in Denton, offering a variety of theatrical productions, classes and special events throughout the year. In addition to providing entertainment and educational opportunities to the north Texas area, DCT serves as the managing resident company for the historic Campus Theatre, responsible for its ongoing maintenance and preservation in partnership with GDAC and the City of Denton. Patterson-Appleton Arts Center (PAC), formerly known at the Center for the Visual Arts (CVA), opened to the public with its first art exhibition in the Meadows Gallery (named for the Meadows Foundation, a major donor) in April, 1985. Its completion was the result of a true community effort that began in 1973 when an ad hoc committee of community and business leaders was formed to address the need for a permanent center for the performing and visual arts. When the committee’s proposed bond initiative to fund construction of a convention/arts center failed, representatives of GDAC and the City of Denton instead found a viable alternative. Working in partnership, they negotiated a long-term lease for two abandoned City-owned buildings located at the southeast and southwest comers of Hickory and Bell Avenue. The agreement included a commitment by GDAC to spearhead the 1.5 million-dollar capital campaign to the fund the construction and improvements necessary to convert the former warehouse and power plant (which had sat vacant for several years) into a "center for the visual arts" and a "center for the performing arts." in return, the City of Denton agreed to provide overall maintenance, custodial care and utilities for both locations. Having secured City approval and sponsorship and believing it was important to move forward in order to maintain public support, the GDAC goveming board voted to begin construction on the project prior to actually reaching the capital campaign goals. As funds were not available for both proposed centers, the decision was made to begin with renovations to the building that would become the Center for the Visual Arts. Construction began in May, 1984. A second gallery along with office, studio and administrative space was added in 1993 Campus Theatre. The decision to begin work on the Center for the Visual Arts rather than the performing arts center was based on two major factors: (1) Unknown costs involved in the removal a large submerged generator that would be required before construction could begin and (2) Doubts expressed by many in the performing arts community that the space would actually be adequate to house the stage and seating necessary to function as a performance facility. Since the renovations already under way at the Center for the Visual Arts required most of the available funds, no further action was taken related to the "center for the performing arts." until 1990 when representatives of Denton Community Theater presented the GDAC Governing Board with an alternative proposal. Instead of continuing to raise funds to convert the existing City-owned building into a theatre facility that might be inadequate, they proposed using available funds (and a second 82 million-dollar capital campaign) to purchase and renovate the Campus Theatre, a former movie house located just off the Square that had been vacant for some time and had recently become available for sale. Based on estimates provided, the costs involved in purchasing and restoring the Campus Theatre would actually be less than the projected expenses for converting the warehouse at Bell and Hickory Again acting in partnership, representatives of GDAC, DCT and the City of Denton reached an amended long-term agreement-- GDAC would purchase the Campus Theatre for $100,000, DCT would be housed in and serve as the managing company for the facility, and the City of Denton would provide the support services and utilities as promised in the original lease agreement at the new location. In return, GDAC released the City from their commitment of the second power plant/warehouse property (which would later become the Central Fire Station). Adapted from a 1,200 seat movie house into a 299-seat live theatre and performance venue, the Campus Theatre reopened in 1995 with a gala performance featuring the various Denton performing organizations who would now call it their home. Summary and Impact. With the continued support pledged by the City of Denton, both DCT and GDAC continue to thrive as two of our city's oldest and most successful nonprofit organizations, attracting tens of thousands of volunteers and patrons to downtown Denton every year. Serving as anchors to the thriving business and cultural district, these vibrant and active facilities have become true community icons--the Campus Theatre recognized by the Texas Historical Commission in 2010 as a Recorded Texas Historical Landmark-the only business in Denton honored with that distinction. We sincerely hope that these facts, coupled with the history of our partnership with the City, demonstrate that a multi-year utilities and maintenance contract has provided the stability and support that has allowed these two groups to grow and prosper, to make long-range plans and commitments and to provide our community with quality artistic experiences . . . and will continue to be a sound investment for the City of Denton. Docu5#,tits ICU Bee Certificate Of Completion Envelope Id: 9064354D134F4D64A551 COF86BAD63 16 Subject: DCT Ord and Agreement DocuSign 8 26 20.pdf Source Envelope: Status: Completed Document Pages: 8 Certificate Pages: 5 AutoNav: Enabled Signatures: 4 Initials: 0 Envelope Originator: Randee Klingele Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901 B Texas Street Denton, TX 76209 randee.klingele@cityofdenton.com IP Address: 198.49.140.104 Record Tracking Status: Original 8/26/2020 3:03:46 PM Holder: Randee Klingele randee.klingele@cityofdenton.com Location: DocuSign Signer Events Mack Reinwand mack.reinwand@cityofdenton,com City of Denton Security Level: Email, Account Authentication (None) Signature Timestamp Sent: 8/26/2020 3:08:41 PM Viewed : 8/27/2020 8:47:30 AM Signed: 8/27/2020 8:52:19 AM Signature Adoption: Pre-selected Style Using IP Address: 76.186.77.161 Electronic Record and Signature Disclosure: Not Offered via DocuSign Cassey Ogden cassandra.ogden@cityofdenton.com Director of Procurement and Compliance City of Denton Security Level: Email, Account Authentication (None) Sent: 8/27/2020 8:52:20 AM Viewed : 8/27/2020 8:56:53 AM Signed: 8/27/2020 8:58:33 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign Mike Barrow mike.barrow@campustheatre.com Security Level: Email, Account Authentication (None) Sent: 8/27/2020 8:58:35 AM Viewed: 8/27/2020 4:40:21 PM Signed: 8/27/2020 4:45:03 PM Signature Adoption: Pre-selected Style Using IP Address: 216. 195.109.178 Electronic Record and Signature Disclosure: Accepted: 8/27/2020 4:40:21 PM ID: 99a37609-2344-461 7-9ad8-a449921faf44 In Person Signer Events Signature Status Timestamp Editor Delivery Events Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Status Timestamp Certified Delivery Events Timestamp Carbon Copy Events Donna Trammell donnatram@verizon,net Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Status Timestamp Sent: 8/27/2020 8:58:34 AM Viewed : 8/27/2020 11:13:42 AM Sherri Thurman sherri.thurman@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 8/27/2020 4:45:04 PM Randee Klingele randee.klingele@cityofdenton.com Sr Treasury Analyst City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 8/27/2020 4:45:05 PM Witness Events Signature Signature Timestamp Notary Events Timestamp Envelope Summary Events Envelope Sent Certified Delivered Signing Complete Completed Status Timestamps 8/27/2020 4:45:05 PM 8/27/2020 4:45:05 PM 8/27/2020 4:45:05 PM 8/27/2020 4:45:05 PM Hashed/Encrypted Security Checked Security Checked Security Checked Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM Parties agreed to: Mike Barrow ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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