21-172421-1.724
ORDINANCE NO.
AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING A SERVICE AGREEMENT
BETWEEN THE CITY OF DENTON AND CHILDREN'S ADVOCACY CENTER FOR
DENTON COUNTY; AUTHORIZING THE CITY MANAGER TO EXECUTE SAID
AGREEMENT; PROVIDING FOR THE EXPENDITURE OF COUNCIL CONTINGENCY
FUNDS IN AN AMOUNT NOT TO EXCEED TWO HUNDRED FIFTY DOLLARS ($250);
AND PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the purpose of Children's Advocacy Center for Denton County is to be a
front-line responder to reports of child sexual abuse in Denton County; and
WHEREAS, the Children's Advocacy Center for Denton County is a non-profit
organization that uses a unified approach to provide education, healing and justice to children,
families and the Denton County community; and
WHEREAS, Mayor Hudspeth contributed a total of $250 from available contingency
funds for the event; and
WHEREAS, the City of Denton supports non-profit organizations that strive to make the
City a better place by providing help for the at -risk in the community; and
WHEREAS, the City Council of the City of Denton hereby finds that the agreement
between the City and Children's Advocacy Center for Denton County, attached hereto and made
a part hereof by reference (the "Agreement"), serves a municipal and public purpose and is in the
public interest; NOW THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The findings set forth in the preamble of this Ordinance are incorporated
by reference into the body of this Ordinance as if fully set forth herein.
SECTION 2. The City Manager, or their designee, is hereby authorized to 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 $250 in accordance with the terms
of the Agreement.
SECTION 3. This Ordinance shall become effective immediately upon its passage and
approval.
The motion to approve this ordinance was made by' ; v,.t\
and seconded by _ \kSon ; C (_�. This ordinance was passed and
approved by the following vote T -1 - iZ_�)]:
Aye Nay Abstain Absent
Gerard Hudspeth, Mayor: .%
Vicki Byrd, District 1:
Brian Beck, District 2:
Jesse Davis, District 3:
Alison Maguire, District 4: ✓
Deb Armintor, At Large Place 5:
Paul Meltzer, Mayor Pro Tern: ✓
PASSED AND APPROVED this the 21 S. day of �D �ce�nb , 2 02 1.
GERARD HU FETH, MAYOR
ATTEST:
ROSA RIOS, CITY SECRETARY
APPROVED AS TO LEGAL FORM: ` v:• '•'�
CATHERINE CLIFTON, INTERIM CITY ATTORNEY
DigitaAysigned byMarcella Lunn i i i
DN: cnr Marcella Lunn, o, ou=City of r ;•
C Denton, ; ��•. ,•* {7 `r
email-marcella.lunn@dtyofdenton.c �.f �� •�•��•�•�••► �� ,\,�
BY: om,G-US
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DocuSign Envelope ID: 6A75B423-E4DB-43F9-9490-D7DF96AD9C25
COUNCIL CONTINGENCY FUND AGREEMENT
BETWEEN THE CITY OF DENTON AND
CHILDREN'S ADVOCACY CENTER FOR DENTON COUNTY
This Agreement is hereby entered into by and betweentheCity of Denton, a Texas home rule
municipal corporation, hereinafter referred to as "City", and Children's Advocacy Center for Denton
County, a Texas non-profit corporation, hereinafter referred to as "CACDC".
WHEREAS, City has determined that the services provided by CACDC to the citizens of
City merit assistance through the Council Contingency Fund and City has provided funds in its
budget for such Council Contingency Fund; and
WHEREAS, this Agreement serves a valid municipal and public purpose and is in the public
interest;
NOW, THEREFORE; the parties hereto mutually agree as follows:
1. OBLIGATIONS OF CACDC
In consideration of the receipt of funds from City, CACDC agrees to the following terms and
conditions:
A. Two Hundred and Fifty and no/100 ($250.00) shall be paid to CACDC by City to
be utilized for paying general expenses.
B. CACDC will maintain adequate records to establish that the City funds are used for
the purposes authorized by this Agreement.
C. Upon request, CACDC will permit authorized officials of City to review its books,
financial statements, and records and provide copies of its By Laws, rules and regulations, and
meeting minutes at anytime. Such copies shall be made available within ten (10) business days of
such request. All records pertaining to the funds granted hereby shall be maintained for at least five
(5) years.
D. CACDC will not enter into any contracts that would encumber City funds for a period
that would extend beyond the term of this Agreement.
E. CACDC will appoint a representative who will be available to meet with City
officials when requested.
F. CACDC will comply with all applicable federal, State, and local laws and policies
including all applicable equal employment opportunity and affirmative action laws or regulations. In
the event of CACDC's non-compliance with the non-discrimination requirements, the Agreement
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Q=Srgn Envelope I0:6A75B423-E4DB-43F9-9490-D7DF96AD9C25
may be canceled, terminated, or suspended in whole or in part, and CACDC may be barred from
further contracts with City.
G CACDC will comply with all applicable federal, State, and local laws and policies
regarding conflicts of interest and will not participate in any transactions or decisions where such a
conflict might exist.
H. TIME OF PERFORMANCE
The term of this Agreement shall commence on the date of the last signature affixed to this
Agreement (the "effective date") and terminate CACDC, unless the contract is sooner terminated
under Section V "Termination".
III. PAYMENTS
A. PAYMENTS To CACDC. City shall pay to CACDC the sum specified in Article II after
the effective date of this Agreement.
B. ExCEss PAYMENT. CACDC shall refund to City within ten (10) working days of City's
request, any sum of money which has been paid by City and which City at any time thereafter
determines: has resulted in overpayment to CACDC; or has not been spent strictly in accordance
with the terms of this Agreement; or is not supported by adequate documentation to fully justify the
expenditure.
IV. EVALUATION
CACDC agrees to participate in an implementation and maintenance system whereby the
services can be continuously monitored. CACDC shall maintain records that provide complete and
accurate statements as to the status and use of City funds. In addition, upon request, CACDC agrees
to provide City the following data and reports, or copies thereof: all external or internal audits.
CACDC shall submit a copy of the annual independent audit to City within ten (10) days of receipt;
all external or internal evaluation reports; and an explanation of any major changes in program
services.
V. TERMINATION
The City may terminate this Agreement for cause if CACDC violates any covenants,
agreements, or guarantees of this Agreement, CACDC's insolvency or filing of bankruptcy,
dissolution, or receivership, or CACDC's violation of any law or regulation to which it is bound
under the terms of this Agreement. The City may terminate this Agreement for other reasons not
specifically emunerated in this paragraph, including for convenience.
VI. WARRANTIES
CACDC represents and warrants that:
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A. All financial reports, information, reports, records, and data heretofore or hereafter
requested by City and furnished to City, are complete and accurate and fairly reflect the financial
conditions of CACDC, if applicable, as of the date shown on the financial report, information, data,
record, or report, and, since that date, have not undergone any significant change, adverse or
otherwise, without written notice to City.
B. No litigation or legal proceedings are presently pending or threatened against
CACDC.
C. None of the provisions herein contravenes or is in conflict with the authority under
which CACDC is doing business or with the provisions of any existing indenture or agreement of
CACDC.
D. CACDC 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_
E. CACDC does not have any conflicts of interest with respect to this transaction.
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.
VII. CHANGES AND AMENDMENTS
A. Any alterations, additions, or deletions to the terms of this Agreement shall 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 date specified by the law or
regulation.
C. CACDC shall notify City of any changes in personnel or governing board
composition.
VIII. INDEMNIFICATION
TO THE EXTENT AUTHORIZED BY LAW, CACDC AGREES TO INDEMNIFY,
HOLD HARMLESS, AND DEFEND THE CITY, ITS OFFICERS, AGENTS, AND
EMPLOYEES FROM AND AGAINST ANYAND ALL CLAIMS OR SUITS FOR INJURIES,
DAMAGE, LOSS, OR LIABILITY OF WHATEVER KIND OR CHARACTER, ARISING
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DocuSign Envelope ID: 6A758423-E40B-43F9-9490-D7DF96AD9C25
OUT OF OR IN CONNECTION WITH THE PERFORMANCE BY CACDC OR THOSE
SERVICES CONTEMPLATED BY THIS AGREEMENT, INCLUDINGALL 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 CACDC, ITS OFFICERS, EMPLOYEES,
AGENTS, SUBCONTRACTORS, LICENSEES AND INVITEES.
IX. 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 certified, return receipt requested,
or via hand -delivery, e-mail, or facsimile, addressed to CACDC or City, as the case may be, at the
following addresses:
CITY
City of Denton, Texas
Attn: City Manager
215 E. McKinney
Denton, TX 76201
E -Mail: sara.hensley@cityofdenton.com
CACDC
Children's Advocacy Center for Denton County
Attn: Kristen Howell, CEO
1854 Cain Dr.
Lewisville, Thi 75065
E -Mail: kristen@cacdc.org
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.
X. MISCELLANEOUS
A. CACDC shall not transfer, pledge or otherwise assign this Agreement or any interest
therein, or any claim arising thereunder to any party 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 CACDC 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 CACDC_ 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, 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 any prior agreement, assertion, statement,
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DocuSign Envelope ID: 6A756423-E4DB-43F9-9490-D7DF96AD9C25
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 WITNESS WHEREOF, the parties do hereby affix their signatures and enter into this
Agreement as of the 21st day of September 2021
ATTEST:
ROSA RIOS, CITY SECRETARY
BY R::mea W -
R"40
iCKMC.5c 175493 .
CIT ��9.P7VNTON
Ffl
SARA HENSLEY, INTERIM CITY
MANAGER
CHILDREN'S ADVOCACY CENTER FOR
DENTON COUNTY
UOcuSigned by.
9TE9VOWELL
CEO
APPROVED AS TO LEGAL FORM:
CATHERINE CLIFTON, INTERIM CITY ATTORNEY
oocusigned by:
BY: CA4- Now
69@722 43811435...
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THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational obligations
and business terms.
Docu5igned by:
S! ��� Sarah
vA.LG Kuechler
}9 PRINTED NAME
chief of staff
TITLE
City Manager's office
DEPARTMENT