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
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Digitally signed by Marcella Lunn
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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
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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
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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,
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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
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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
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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•
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THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational obligations
and business terms.
TITLE
�4AO
DEPARTMENT