21-174221-1742
ORDINANCE NO.
AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING A SERVICE AGREEMENT
BETWEEN THE CITY OF DENTON AND UNITED WAY OF DENTON COUNTY;
AUTHORIZING THE CITY MANAGER TO EXECUTE SAID AGREEMENT; PROVIDING
FOR THE EXPENDITURE OF COUNCIL CONTINGENCY FUNDS IN AN AMOUNT NOT
TO EXCEED FIVE HUNDRED DOLLARS ($500); AND PROVIDING FOR AN EFFECTIVE
DATE.
WHEREAS, the purpose of the United Way Barriers Fund is to reduce barriers to stable
housing for people experiencing or at -risk for homelessness by subsidizing all goods and
services related to housing; and
WHEREAS, Mayor Pro Tem Meltzer contributed a total of $500 from available
contingency funds; 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 United Way of 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 $500 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 1-,�,z
and seconded by (A,Scn<,, Mo` u: c- This ordinance was passed and
approved by the following vote f -1 - �
Aye Nay
Gerard Hudspeth, Mayor:
Vicki Byrd, District l: 1J
Brian Beck, District 2: 1/ -
Jesse Davis, District 3: V/
Alison Maguire, District 4: ,/
Deb Armintor, At Large Place 5: ✓
Paul Meltzer, Mayor Pro Tem:
Abstain Absent
PASSED AND APPROVED this the Z 1'� day of �'�_� I {Y� 17�� , 2021.
GERARD HUDSPETH, MAYOR
ATTEST:
ROSA RIOS, CITY SECRETARY
BY: ����_ wiz_ `%V111110014�
APPROVED AS TO LEGAL FORM: vim'• • •5
CATHERINE CLIFTON, INTERIM CITY ATTORNEY
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DocuSign Envelope ID: 6A758423-E4DB-43F9-9490-D7DF96AD9C25
COUNCIL CONTINGENCY FUND AGREEMENT
BETWEEN THE CITY OF DENTON AND
United Way OF DENTON COUNTY
This Agreement is hereby entered into by and between the City of Denton, a Texas home rule
municipal corporation, hereinafter referred to as "City", and United Way of Denton County, a Texas
non-profit corporation, hereinafter referred to as "United Way".
WHEREAS, City has determined that the services provided by United Way 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:
I. OBLIGATIONS OF UNITED WAY
In consideration of the receipt of funds from City, United Way agrees to the following terms
and conditions:
A. Five Hundred and no/ 100 ($500.00) shall be paid to United Way by City to be
utilized for the United Way of Denton County Barriers Fund.
B. United Way will maintain adequate records to establish that the City funds are used
for the purposes authorized by this Agreement.
C. Upon request, United Way 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 any time. 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. United Way will not enter into any contracts that would encumber City funds for a
period that would extend beyond the term of this Agreement.
E. United Way will appoint a representative who will be available to meet with City
officials when requested.
F. United Way 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 United Way's non-compliance with the non-discrimination requirements, the Agreement
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may be canceled, terminated, or suspended in whole or in part, and United Way may be barred from
further contracts with City.
G United Way 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.
II. 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 United Way, unless the contract is sooner terminated
under Section V "Termination".
III. PAYMENTS
A. PAYMENTS To UNITED WAY. City shall pay to United Way the sum specified in Article
II after the effective date of this Agreement.
B. EXCESS PAYMENT. United Way 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 United Way; 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
United Way agrees to participate in an implementation and maintenance system whereby the
services can be continuously monitored. United Way shall maintain records that provide complete
and accurate statements as to the status and use of City funds. In addition, upon request, United Way
agrees to provide City the following data and reports, or copies thereof: all external or internal audits.
United Way 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 United Way violates any covenants,
agreements, or guarantees of this Agreement, United Way's insolvency or filing of bankruptcy,
dissolution, or receivership, or United Way'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 enumerated in this paragraph, including for convenience.
VI. WARRANTIES
United Way 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 United Way, 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 United
Way.
C. None of the provisions herein contravenes or is in conflict with the authority under
which United Way is doing business or with the provisions of any existing indenture or agreement of
United Way.
D. United Way 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. United Way 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
focal lavas 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. United Way shall notify City of any changes in personnel or governing board
composition.
VIII. INDEMNIFICATION
TO THE EXTENT AUTHORIZED BY LAW, UNITED WAY AGREES TO
INDEMNIFY, HOLD HAIMLESS, AND DEFEND THE CITY, ITS OFFICERS, AGENTS,
AND EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR
INJURIES, DAMAGE, LOSS, OR LIABILITY OF WHATEVER KIND OR CHARACTER,
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ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCE BY UNITED WAY
OR THOSE SERVICES CONTEMPLATED BY THIS AGREEMENT, INCLUDING ALL
SUCH CLAIMS OR CAUSES OFACTION BASED UPON COMMON, CONSTITUTIONAL
OR STATUTORY LAW, OR BASED, IN WHOLE OR IN PART, UPON ALLEGATIONS OF
NEGLIGENT OR INTENTIONALACTS OF UNITED WAY, 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 United Way or City, as the case maybe, at the
following addresses:
CITY United Way
City of Denton, Texas Elena Lusk
Attn: City Manager United way of Denton County
215 E. McKinney 1314 Teasley Lane
Denton, TX 76201 Denton, TX 76205
E -Mail: sara.hensley@cityofdenton.com E -Mail: Elena@UnitedWayDenton.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. United Way 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 United Way 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 consti-
tute 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 United Way. 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.
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DocuSign Envelope ID: 6A75B423-E4DB-43F9-9490-D7DF96AD9C25
D. This Agreement, together 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 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
Oocuftned by:
BY: PZ P-'�-4
CITY OF DENTON
BocuSigned by:
Ste. H
LEY, INTERIM CITY
MANAGER
UNITE I oAAY OF DENTON COUNTY
BY: f(k" (,A
ELENA LUSK
APPROVED AS TO LEGAL FORM:
CATHERINE CLIFTON, INTERIM CITY ATTORNEY
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DIRECTOR OF HOUSING
INITIATIVES
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational obligations
and business terms.
DocuSigrLe d by:
sari. 6u&JAx
A--
chief of staff
TITLE
Sarah
Kuechler
PRINTED NAME
city Manager's office
DEPARTMENT