20-1595ORDINANCE NO.20-1595
AN ORDINANCE APPROVING A SEVENTH AMENDED AGREEMENT-GREATER
DENTON ARTS COUNCIL, TO THE AGREEMENT ORIGINALLY ENTERED INTO
BY AND BETWEEN THE CITY OF DENTON, TEXAS AND THE GREATER
DENTON ARTS COUNCIL, DATED OCTOBER 15, 1990; AUTHORIZING THE CITY
MANAGER TO EXECUTE THE SEVENTH AMENDED AGREEMENT-GREATER
DENTON ARTS COUNCIL; APPROVING THE EXPENDITURE OF FUNDS
THEREFOR; AND PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the City Council of the City of Denton, Texas ("City Council") has
determined that it is in the best interests of the City of Denton to continue to support the arts
in the community and to provide public funds to the Greater Denton Arts Council
("GDAC"), for the benefit of GDAC regarding the City of Denton's payment of an
amount of money for GDAC's utility service, facility and maintenance services in
consideration of the valuable cultural and public services to be furnished by the GDAC to the
andCity9
WHEREAS, this "Seventh Amended Agreement-Greater Denton Arts Council"
(hereafter the "Seventh Amended Agreement") makes provisions for simplifying and
streamlining the handling of payments made by the City for the benefit of GDAC and sets
forth other terms, provisions and conditions; and
WHEREAS, based upon the foregoing the City Council finds that it should approve
the Seventh Amended Agreement and such Seventh Amended Agreement is in the best
interests of the City; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS :
SECTION 1. The preamble to this ordinance is hereby incorporated herewith by
reference as a part of this ordinance.
SECTION 2. The City Council hereby approves the Seventh Amended Agreement-
Greater Denton Arts Council, to the agreement originally entered into by the City of Denton
and the Greater Denton Arts Council dated October 15, 1990; said Seventh Amended
Agreement, by and between the City of Denton, Texas and the Greater Denton Arts Council
is attached hereto and incorporated herewith by reference; and the City Council authorizes the
City Managerto execute said Seventh Amended Agreement.
SECTION 3. The City Council authorizes the expenditure of funds in the manner
and amount as specified in the Seventh Amended Agreement.
SECTION 4. This ordinance shall become effective immediately upon its passage
and approval.
The m,ti,„ !9 ,PP„„, tU „di„,„„ w„ m,d, by q>% RN dl
and seconded by V\ SEN Be\ 3clS : MaTham
approved by the followingM
Aye
-L
,/
V’
Z
£
r
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 bf b day ,f OC,+aber , 2020.
CHRIS WATTS, MAYOR
Gerard Hudspeth, Mayor Pro Tem
ATTEST:
ROSA RIOS, CITY SECRETARY
2/IZ ./rAp
APPROVED AS TO LEGAL FORM:
AARON LEAL, CITY ATTORNEY
DocuSign Envelope ID: 2F170D22-202847A9-9272-B9968D8AE4E7
THE STATE OF TEXAS
COUNTY OF DENTON
SEVENTH AMENDED AGREEMENT-GREATER DENTON ARTS
COUNCIL
The City of Denton, Texas, a Texas municipal corporation (hereafter the "City"), and the
Greater Denton Arts Council, a Texas not-for-profit corporation (hereafter the ’'GDAC"), do
hereby enter into this Seventh Amended Agreement-Greater Denton Arts Council (hereafter
the "Seventh Amendment-GDAC"), and hereby presents:
PREAMBLE
A On October 2, 1990, Ordinance No. 90-151 was approved by the City Council
(hereafter the "Council”) which authorized the Mayor of Denton to execute the
"Agreement Between the City of Denton, Texas and the Greater Denton Arts Council"
(hereafter the "Original Agreement") on October 15, 1990 for a 25-year period,
terminating September 30, 2015; and
B.On August 2, 1991, Ordinance No. 91-134 was approved by the Council
which authorized the City to amend the Original Agreement for the first time to
provide for the correction of Schedule "A" regarding the units of measurement
and the annual consumption of gas in the "First Amendment to Agreement Between
the City of Denton, Texas and the Greater Denton Arts Council" (hereafter the "First
Amendment"); and
C.On January 21, 1997, Ordinance No. 97-023 was approved by the Council, which
authorizes the City in the "Second Amendment to Agreement Between the City
of Denton, Texas and the Greater Denton Arts Council" (hereafter the
"Second Amendment") to agree to changes in the maximum units in Schedule
"A" to reflect actual charges of the Campus Theatre; and
D.On September 5, 2000, Ordinance No. 2000-285 was approved by the Council,
which authorized the City in the "Third Amendment to Agreement Between
the City of Denton, Texas and the GreaterDenton ArtsCouncil" (hereafterthe"Third
Amendment") to change the maximum units regarding Section A, relating to the level
of utility service consumption by GDAC and amending Schedule "A" and requiring
the City to review and reconcile the utility accounts; and
E. On July 19, 2005, Ordinance No. 2005-190 was approved by the Council and
3
DocuSign Envelope ID: 2F170D22-2028-47A9-9272-B9968D8AE4E7
approved the "Fourth Amendment to Agreement Between the City of Denton,
Texas and the Greater Denton Arts Council" (hereafter the "Fourth Amendment"),
which Fourth Amendment required changes in several procedures as to the Parties as
well as changes to Schedule "A", along with the City's agreement to pay on behalf of the
GDAC the City drainage fee and a change in the maintenance of GDAC facilities; and
F City, as Lessor, and the GDAC, as Lessee, entered into a "Lease Agreement/CVA" on
September 26, 2006 (hereafter the "Lease Agreement") that provided for an extension of
the term of the City's twenty-five year lease originally entered into on September 1,
1981, to GDAC, by a period of an additional twenty-five years, until September 1, 2031,
pertaining to the Center for the Visual Arts of Denton (“CVA”), which real property is
owned by the City, such Lease Agreement commencing on September 1, 2006, for the
rental of $1 .00 per year; said Lease Agreement also contained express provisions for
janitorial services and utility costs;and
G.On September 15, 2009, Ordinance No. 2009-210 was approved by the Council and
approved the "Fifth Amendment to Agreement Between the City of Denton, Texas and
the Greater Denton Arts Council" (hereafter the "Fifth Amendment"), which Fifth
Amendment makes provisions for simplifying and streamlining the handling of payments
made by the City for the benefit of GDAC and sets forth other terms, provisions and
conditions; and
H.On September 15, 2015, Ordinance No. 2015-278 was approved by the Council and
approved the “Sixth Amendment to Agreement Between the City of Denton, Texas and the
Greater Denton Arts Council” (hereafter the “Sixth Amendment”), which Sixth Amendment
extended the term and adjusted payments for utility service, facility and maintenance
services; and
I. Both the City and GDAC desire to simplify and streamline, to the extent possible, the
handling of all of the GDAC's utility bills at the Campus Theatre (hereafter the
"Campus") and CVA, and the payment provisions for facility and maintenance services
regarding the timing and method of City's payments; and
J. City staff has received direction from Council to proceed with amending the
existing agreements heretofore entered into by and between the City and GDAC
regarding the Campus and CVA; and
K. The City has proposed to provide a mutually agreed-upon annual funding amount for
the Campus and CVA used by GDAC and to amend the previous agreements to improve
the administration of funds as well as to reduce City and GDACstaff time 4
DocuSign Envelope ID: 2F170D22-2028-47A9-9272-B9968D8AE4E7
that is devoted to reconciling the GDAC utility, facility and maintenance
accounts under the existing agreements;
L. Attached hereto as Exhibit “B” is a brief history of the community arts facilities in Denton
drafted by GDAC, which is provided for informational purposes only and is specifically not
incorporated into this Seventh Amendment-GDAC;
NOW THEREFORE, the City and GDAC for good and valuable consideration, and for the
benefit of community cultural and theatrical activities in the City of Denton, Texas, do
hereby AGREE to the following covenants, provisions and terms, that establish this Seventh
Amendment-GDAC, to wit:
1 Except as provided in paragraph 13 of this Seventh Amendment-GDAC, this Seventh
Amendment-GDAC shall supersede and replace all prior provisions of the six (6)
previous agreements (the Original Agreement, First Amendment, Second Amendment,
Third Amendment, Fourth Amendment, Fifth Amendment, and Sixth Amendment,
hereafter collectively referred to as the “Agreement”) and it shall likewise replace those
covenants in Section 5, paragraphs 2 and 3 and Section 7 of the Lease Agreement,
dealing with the subjects of utilities, facility and maintenance services.
2. The termination date of this Seventh Amendment-GDAC is agreed to be September 30,
2025 unless earlier terminated as provided for herein.
3.The Parties agree and understand that if the City is unable or not willing to
appropriate funds for any subsequent fiscal years in order to continue the
funding provided for in this Seventh Amendment-GDAC, the City may terminate this
Seventh Amendment-GDAC at the end of the then current fiscal year and it shall
not be obligated to make further payments under this Seventh Amendment-GDAC.
The first annual period regarding this Seventh Amendment-GDAC 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.
4 Except as provided in paragraph 13 of this Seventh Amendment-GDAC, this Seventh
Amendment-GDAC is intended to condense, replace, and supersede the Agreement and
Section 5, paragraphs 2 and 3 and Section 7 of the Lease Agreement. The GDAC
agrees to deliver to the City Director of Finance its Financial Statement and its
Independent Auditor's Report for each Fiscal Year of GDAC promptly when received
from its Auditor, at the close of the GDAC fiscal year.
5. The City shall provide an annual funding amount commencing on October 1, 2020.
The annual funding amount for City provided utilities, as detailed in Exhibit A, will bs
DocuSign Envelope ID: 2F170D22-2C)2847A9-9272-B9968D8AE4E7
held by the City and drawn down by City staff and used by City staff to pay
GDAC's City-provided utilities, such as drainage, electric, solid waste, water, and
wastewater utilities for the Campus and the CVA.
6.The City and GDAC agree that the additional sum of $20,000 is an appropriate
amount to be paid annually by the City to GDAC for facility and maintenance services
for the Campus and CVA. This $20,000 amount is in addition to the annual amounts
provided for City provided utilities as set forth in paragraph 5. The $20,000 for facility
and maintenance expenses will be paid to the GDAC by the City during October of
the fiscal year, beginning October 2020. GDAC shall then be liable for paying all of its
facilities and maintenance expenses for both the CVA and the Campus.
7.The City and GDAC agree that the additional sum of $4,300 shall be paid annually by
the City to GDAC in one lump-sum during October of the fiscal year, beginning
October 1, 2020. This amount includes $4,300 for GDAC's gas utilities regarding the
Campus, which are to be paid by GDAC to Denton Community Theatre to further
pay to the gas utility vendor. The $4,300 paid annually to GDAC for these stated gas
utilities is in addition to the amounts described above in paragraphs 5 and 6.
8. The City shall receive and timely pay each utility bill listed in paragraph 5 above,
when it receives same directly from the Customer Service Department of the City.
The utility bills shall be sent directly to the City of Denton, Director of Finance, 215
East McKinney Street, Denton, Texas 76201. GDAC will be sent an informational "DO
NOT PAY" bill so that it can maintain accurate balances of its annual account with
the City. The City shall pay only the annual amount, as detailed in Exhibit A, for the
Campus and the CVA for the listed utilities set out in paragraph 5 hereinabove.
Provided however, once the annual amount for the Campus and CVA is exhausted for
the Fiscal Year, then the City shall cease to pay the utility bills for the entity or
entities exceeding the city utility payment amount established in this paragraph, for
that entity; then said City-provided utility bills for that entity or entities shall be the
sole responsibility of and shall be paid timely by GDAC.
9 There will no longer be any requirements set for maximum annual usage (i.e.
kilowatt hours, gallons of water, etc.) regarding in this Seventh Amendment-GDAC.
There are no other utility services covered by this Seventh Amendment-GDAC other
than for drainage, electric, gas, solid waste, water and wastewater utilities. The City
does not furnish gas utilities, but has agreed to a utility allocation as described in
Paragraph 7 above.
6
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10. The annual funding accounts established by the City in paragraph numbers 5, 6 and 7
above may be re-considered by the Council if GDAC either sells, assigns or
otherwise disposes of the Campus or CVA, or to another entity, or leases a the Campus
or CVA to another entity, or the Campus or CVA is no longer used for the cultural
and theatrical purposes that are identified in this Seventh Amendment-GDAC, the
Original Agreement, the Lease Agreement, and any other previous documents entered into
by and between the GDAC and the City.
11. GDAC 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.
12. The City may enter the Campus and CVA facilities at any time City staff provides
advance notice to the designated representative at GDAC.
13. All of the covenants, provisions and terms contained within the Original Agreement
regarding the Campus which are set forth in Articles I., IV., V., VI., VII. and VIII. therein
are incorporated by reference herein; and the Lease Agreement, except for Section 5,
paragraphs 2 and 3 and Section 7 (which are replaced by this Seventh Amendment-
GDAC) shall remain in effect.
Sig,,d thi, th, P d,y ,f Oc'bW , 2020.
ArrEST:
ROSA RIOS, CITY SECRETARY
BY:_ r/>A2 /JIM
APPROVED AS TO LEGAL FORM:
AARON LEAL, CITY ATrORNEY
DuuSlgned by:
By: I M, A %,HMI
DocuSign Envelope ID: 2F170D22-202847A9-9272-B9968D8AE4E7
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational obligations and business terms.
Cassandra Ogden
SIGNATURE PRINTED NAME
DIrector of Finance
TITLE
GREATER DENTON ARTS COUNCIL
A Texa:-Profit Corporation
a4r4thaBY
ITS: Executive Dl-Fm
DocuSign Envelope ID: 2F170D22-202847A9-9272-B9968D8AE4E7
GDAC Annual Funding Amounts
Center for Visual Arts and Campus
Theatre
EXHIBIT A
Fiscal Years
202 1 -2025
City Provided Utilities
$87,000
Gas Utilities
$4,300
Facility and Maintenance
$20,000
DocuSign Envelope ID: 2F170D22-202847A9-9272-B9968D8AE4E7
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
501(c)(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 corners of Hickory and Bell Avenue. TIle 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 governing 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. TIle 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 $2 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–
GD AC would purchase the Campus Theatre for 8100,000, 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 GD AC 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#,t
IBS ICU ReB
Certificate Of Completion
Envelope Id: 2F170D22202847A99272B9968D8AE4E7
Subject: GDAC Ord and Agreement DocuSign 8 26 2020.pdf
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City of Denton
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