Loading...
21-1738ORDINANCE NO. 21-1738 _ AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING A SERVICE AGREEMENT BETWEEN THE CITY OF DENTON AND LIFE WORKS COMMUNITY; AUTHORIZING THE CITY MANAGER TO EXECUTE SAID AGREEMENT; PROVIDING FOR THE EXPENDITURE OF COUNCIL CONTINGENCY FUNDS IN AN AMOUNT NOT TO EXCEED TWO HUNDRED AND FIFTY DOLLARS ($250); AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the purpose of Life Works Community is to give instruction and guidance to help clients achieve a personal level of independence in key areas of Life, Work, and Community to those in our community; and WHEREAS, Mayor Hudspeth contributed a total of $250 from available contingency funds for support of their organization's efforts; 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 Life Works Community, 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 is 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 —,5-e-55?_ i 5 and seconded by jar t (L__n Bete This ordinance was passed and approved by the following vote [ - 01: Aye Gerard Hudspeth, Mayor: I_ Vicki Byrd, District 1: 1/ Brian Beck, District 2: ✓ Jesse Davis, District 3: ✓ Alison Maguire, District 4: Deb Armintor, At Large Place 5: Paul Meltzer, Mayor Pro Tem: Nay Abstain Absent PASSED AND APPROVED this the 2T" day of52T be z , 2021. G GERARD HMSPETH, MAYOR ATTEST: ROSA RIOS, CITY SECRETARY OF D APPROVED AS TO LEGAL FORM: CATHERINE CLIFTON, INTERIM CITY ATTORNEY w Digitally signed by Marcella Lunn DN: cn=Marcella Lunn, o, ou{,y of / �.e Denton, ••��•••••••••••�• �\\\ email=marcella.lunn@ciryofdentonaom, /0 41 \ BY: _ —?— -'III s IIII I+ ���`� DocuSign Envelope ID: FA261336-04E7-4461-B550-494F58345F1B COUNCIL CONTINGENCY FUND AGREEMENT BETWEEN THE CITY OF DENTON AND LIFE WORKS COMMUNITY 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 Life Works Community, a Texas non- profit corporation. WHEREAS, City has determined that the services provided by Life Works Community 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 LIFE WORKS COMMUNITY In consideration of the receipt of funds from City, Life Works Community agrees to the following terms and conditions: A. Two Hundred and Fifty Dollars and no/100 ($250.00) shall be paid to Life Works Community by City to be utilized for paying general expenses. B. Life Works Community will maintain adequate records to establish that the City funds are used for the purposes authorized by this Agreement. C. Upon request, Life Works Community 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. Life Works Community will not enter into any contracts that would encumber City funds for a period that would extend beyond the term of this Agreement. E. Life Works Community will appoint a representative who will be available to meet with City officials when requested. F. Life Works Community 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 Life Works Community's non-compliance with the non-discrimination Page 1 of 5 DocuSign Envelope ID: FA261336-04E7-4461-B550-494F58345F1B requirements, the Agreement may be canceled, terminated, or suspended in whole or in part, and Life Works Community may be barred from further contracts with City. G Life Works Community 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 Life Works Community, unless the contract is sooner terminated under Section V "Termination". III. PAYMENTS A. PAYMENTS To LIFE WORKS COMMUNITY. City shall pay to Life Works Community the sum specified in Article 11 after the effective date of this Agreement. B. EXCESS PAYMENT. Life Works Community 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 Life Works Community; 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. fV EVALUATION Life Works Community agrees to participate in an implementation and maintenance system whereby the services can be continuously monitored. Life Works Community shall maintain records that provide complete and accurate statements as to the status and use of City funds. In addition, upon request, Life Works Community agrees to provide City the following data and reports, or copies thereof: all external or internal audits. Life Works Community 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 Life Works Community violates any covenants, agreements, or guarantees of this Agreement, Life Works Community's insolvency or filing of bankruptcy, dissolution, or receivership, or Life Works Community'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 VI. WARRANTIES Page 2 of 5 DocuSign Envelope ID: FA261336-04E7-4481-B550-494F56346F16 Life Works Community represents and warrants that: 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 Life Works Community, 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 Life Works Community. C. None of the provisions herein contravenes or is in conflict with the authority under which Life Works Community is doing business or with the provisions of any existing indenture or agreement of Life Works Community. D. Life Works Community 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. Life Works Community 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. Life Works Community shall notify City of any changes in personnel or governing board composition. VIII. INDEMNIFICATION TO THE EXTENTAUTHORIZED BYLAW, LIFE WORKS COMMUNITYAGREES TO INDEMNIFY, HOLD HARMLESS, AND DEFEND THE CITY, ITS OFFICERS, Page 3 of 5 DocuSign Envelope ID: FA261336-04E7-4461-B550-494F58345F1B AGENTS, AND EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR INJURIES, DAMAGE, LOSS, OR LIABILITY OF WHATEVER HIND OR CHARACTER, ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCE BY LIFE WORKS COMMUNITY OR THOSE SERVICES CONTEMPLATED BY THIS AGREEMENT, INCLUDING ALL 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 LIFE WORKS COMMUNITY, 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 Life Works Community or City, as the case may be, at the following addresses: CITY City of Denton, Texas Attn: City Manager 215 E. McKinney Life Works Community Randy Park, MD Chairman of Board 2040 West Oak St. Denton, TX 76201 Denton, TX 76201-3721 E -Mail: sara.hensley@cityofdenton.com E -Mail: rpark@lifeworks.community Either parry 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. Life Works Community 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 Life Works Community 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 Life Works Community. 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 Page 4 of 5 DocuSign Envelope ID: FA261336-04E7-4461 -B550-494F58345F1 B 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, 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 HE6REOF, the parties do hereby affix their signatures and enter into this Agreement as of the= day of , 2021. ATTEST: ROSA RIOS, CITY SECRETARY �J%Ilil+1►r"i �'�� ••' '•. p N. co 41 101 1141 \,`` APPROVED AS TO LEGAL FORM: CITY OFD NTO SARA NSLEY, INTER4 CITY MANAGER LIFE WORKS COMMUNITY %DocuSigned by, BY: RANDY PARK, MD, CHAIRMAN OF BOARD CATHERINE CLIFTON, IN M CITY ATTORNEY BY• Page 5 of 5 THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. TITLE �4AO DEPARTMENT