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22-79222-792ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON AUTHORiZING THE CITY MANAGER TOENTER INTO A PROGRAM PARTNER AGREEMENT BETWEEN THE CITY OF DENTONPARKS AND RECREATION DEPARTMENT AND DENTON COUNTY BREWINGCOMPANY TO OFFER A PARKS AND RECREATION OPERATED ADULT CORN HOLELEAGUE AT SPACE PROVIDED BY DENTON COUNTY BREWING COMPANY;AUTHORIZING THE CITY MANAGER, OR DESIGNEE, TO PERFORM ALLOBLIGATIONS OF THE CITY UNDER THE AGREEMENT AND PROVIDING ANEFFECTIVE DATE. WHEREAS, the City of Denton (the “City”) and Denton County Brewing Company (DCBC) recognize that by hosting the cornhole league, a program of the City of Denton, the services provided meet a public purpose and provide social interaction; and WHEREAS, the DCBC Program Partner Agreement outlines the process, policies, and procedures for City of Denton parks and program hosts; and WHEREAS, the DCBC Program Partner Agreement will be effective from the time of execution until December 3 1, 2022, at which point a new annual agreement will be signed by the City Manager or the designee; and WHEREAS, DCBC staff has reviewed the agreement provided by the City and is of the opinion that it should be approved; and WHEREAS, the City of Denton City Council finds that it is the public interest to approvethe Program Partner Agreement; NOW THEREFORE; THE COUNCIL OF THE CITY DENTON HEREBY ORDAINS: SECTION 1. The City of Denton City Council finds the recitations contained in the preamble of this ordinance are incorporated herein by reference as true and as if fully set forth in the body of this ordinance. SECTION 2. The City Manager, or designee, is further authorized to execute on behalf of the City the Program Partner Agreement, a copy of which is attached hereto as Exhibit “A“ and made a part hereof for all purposes. SECTION 3. The City Manager, or designee, is further authorized to carry out all dutiesand obligations to be performed by the City under the Agreement. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. The motion to apI ordinance was made byDw isseconded by Jby the following vote [ -7 - O ; the ordinance v passed and approved Aye ,/’ V/ b/ 1/ F b/ /‘ Nay Abstain Absent Mayor Gerard Hudspeth: Vicki Byrd, District 1 : Brian Beck District 2: Jesse Davis. District 3 : Alison Maguire, District 4: Deb Armintor, At Large Place 5 : Paul Meltzer, At Large Place 6: PASSED AND APPROVED this the 3d day of 2022 CEiimKD ATTEST: ROSA RIOS, CITY SECRETARY .,/?#/72 Zaa but IIlIIe APPROVED AS TO LEGAL FORM:MACK REINWAND. CITY ATTORNEYin--X\ '- BY: Page 2 DocuSign Envelope ID: B2EEC7CA-A5CC4DCB-AOD4-B9C98F5FB5BI Denton Parks and Recreation Department (“Parks and Rec.”) coordinates with Denton County Brewing Co (DCBC) to host a Parks and Rec. program (Cornhole League) at its facilities. Whereas Denton Parks and Rec and DCBC recognizes that the services provided meet a public purpose and provide a governmental function in its operation of hosting the Cornhole League program of the City of Denton; NOW, THEREFORE, the parties hereto, in consideration of the mutual covenants and conditions contained herein and pursuant to the authority permitted under the laws of the State of Texas, promise and agree as follows: This agreement (the “Agreement”) is intended to outline the service/program site- based agreements between Denton Parks and Rec. and DCBC, pertaining to City of Denton Cornhole League. This agreement begins on April 30, 2022 and ends on March 31, 2023. The agreement may be renewed annually if agreed upon by both parties by completing a new agreement form, The agreement may be cancelled by either party with at least 30 days notice of cancellation. Denton Parks and Rec. and DCBC agree to collaborate and communicate regularly to ensure the success of the coordinated service and program. LOGISTICS Denton Parks and Rec. will provide the partner agency with indicated itemsbelow: [] Corn:hole Boards and Bags D Waiver forms signed by league participants D Equipment (please list) [] Other: The partner will provide Denton Parks and Rec. with the following: [] Facility to host all corn hole league games D Other: DacuSign Envelope ID: B2EEC7CA-A5CC4DCB-AOD4-B9C98F5FB5BI SERVICE/PROGRAM INFORMATION Service/program description: Hosting of Denton Parks and Rec. Cornhole league at the Partner Agency’s place of business. Number of hours and schedule when service/program will be hosted at Partner Agency: Wednesday and Sunday during league play. Types services provided to the public by partner agency as part of theservice/program: • Event Host for league games and provide space for cornhole games to take place Neither party is an agent, employee or joint enterprise of the other, and each party is responsible for its own actions, forbearance, negligence and deeds, and for those of its agents or employees. Each party shall ensure that all applicable laws and ordinances have been satisfied with respect to any action taken by such party pursuant to this Agreement. CONTACT INFORMATION Partner Agency Contact Information: Business Name: Denton County Brewing Co. Seth MorganContact Name: Address: 200 E - Phone. 214–298–5500 MCKlnney St _ .. cheers@dentoncbc.comEmail: LIABILITY A It is understood and agreed between the parties that each party hereto shall be responsible for its own and its employees’ acts of negligence in connection withthis Agreement. Neither party shall be responsible for any negligent act or omission of the other party or its employees in connection with this Agreement. It is specifically agreed that, as between the parties, each party to this Agreement shall be individually and respectively responsible for responding to, dealing with, 2 DocuSign Envelope ID: B2EEC7CA-A5CC4DCB-AOD4-B9C98F5FB5BI insuring against, defending, and otherwise handling and managing liability and potential liability of itself and its employees pursuant to this Agreement. B.Notwithstanding the foregoing, each party hereto reserves and expressly does not waive any immunity or defense available at law or in equity, including governmental immunity, for any claim or cause of action whatsoever that mayarise or result from the services provided and/or any circumstances arising under this Agreement. These provisions are solely for the benefit of the parties heretoand are not for the benefit of any person or entity not a party hereto; this Agreement shall not be interpreted nor construed to give any claim or cause of action to any third party. Neither party shall be held legally liable for any claim or cause of action arising pursuant to or out of the services provided under thisAgreement, except as specifically provided by law. The Parks and Rec. department will not be liable or responsible for any property damage or personal injury that occurs at the Partner Agency’s location whether it be directly relatedto the hosting of the cornhole league, the games itself, or by any league member while at the Partner Agency’s facility. The Parks and Rec. department cannot beheld liable for any premise defects or negligent acts of the Partner Agency’s facility, employees, or its equipment and the Partner Agency will indemnify andhold harmless of any and all liability that occurs at its facility. C This Agreement is expressly made subject to the parties’ governmental immunityunder the Texas Civil Practice and Remedies Code and all applicable federal, state, and local laws, rules, regulations, ordinances, and policies. Nothing in thisAgreement shall be deemed to waive, mo(iib', or amend any legal defense available at law or in equity to either party or to create any legal rights or claim on behalf of any third party. Neither party waive, modi b', or alter, to any extentwhatsoever, the availability of the defense of governmental immunity under thelaws of the State of Texas. MISCELLANEOUS A. Each party has the full power and authority to enter into and perform this Agreement and the person signing this Agreement on behalf of each party hasbeen properly authorized and empowered to enter into this Agreement. Thepersons executing this Agreement hereby represent that they have authorization to sign on behalf of their respective party. B. In the event any one or more of the provisions contained in this Agreement shall be held, for any reason, to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect the other provisions and 3 Initia DocuSign Envelope ID: B2EEC7CA-A5CC4DCB-AOD4-B9C98F5FB5BI the Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in this Agreement. C. This Agreement shall be binding upon the parties hereto, their successors, heirs,personal representatives, and assigns. Neither party will assign or transfer an interest in this Agreement without the prior written consent of the other party. D. By entering into this Agreement, the parties do not create any obligations, express or implied, other than those set forth herein, and this Agreement shall not create any rights in, or claims by, third parties who are not signatories to this Agreement. E. This Agreement shall be interpreted in accordance with the laws of the State ofTexas and venue of any cause of action concerning this Agreement shall be in a court of competent jurisdiction sitting in Denton County, Texas. F This Agreement, together with any 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, has no legal force or effect whatsoever, unless properly executed in writing in, and if appropriate, recorded as an amendment of this Agreement. G. Failure of any party, at any time, to enforce a provision of this Agreement, shall in no way constitute a waiver of that provision nor in any way affect the validity of this Agreement or the right of either party thereafter to enforce each provision hereof. No term of this Agreement shall be deemed waived or any breach excusedunless the waiver shall be in writing and signed by the party claimed to have waived. Furthermore, any consent to or waiver of a breach will not constitute consent to or waiver or excuse of any other different or subsequent breach. H. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and constitute one and the same instrument. I. Each party agrees that this Agreement and any other documents to be delivered in connection herewith may be electronically signed, and that any electronic signatures appearing on this Agreement or such other documents are the same ashandwritten signatures for the purposes of validity, enforceability, and admissibility .DSI Sh 4 Initial\---– DocuSign Envelope ID: B2EEC7CA-A5CC4DCB-AOD4-B9C98F5FB5BI [Signature Page to FollowI 5 Initia DocuSign Envelope ID: B2EEC7CA-A5CC4DCB-AOD4-B9C98F5FB5BI IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their authorized officers thereon the day and the year first above written. SIGNATURES OF BOTH PARTIES Parks and Rec. Director: Gary Packan Printed Name 4/20/2022 DateSignature Partner Agency Owner or Authorized Representative: (with authority to sign on behalf of the company) DwuSigned by: StIIL Maryit Signature Seth Morgan Printed Name 4/14/2022 Date Initial DocuSign Envelope ID: B2EEC7CA-A5CC4DCB-AOD4-B9C98F5FB5BI [k)cuSign Certificate Of Completion Envelope Id: 5B80742ACB5E4377A9B6E39C5BOA4FBB Subject: Please DocuSign: Program Partner Agreement.pdf Source Envelope Document Pages: 6 Certificate Pages: 4 AutoNav: Enabled Status: Completed Signatures: Initials: 5 Envelope Originator: Chris Escoto 901 B Texas Street Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Denton, TX 76209 Chris.Escoto@cityofdenton.comIP Address: 198.49.140. 104 Record Tracking Status: Original 4/1 2/2022 11 :22:21 AM Holder: Chris Escoto Chris.Escoto@cityofdenton.com Location: DocuSign Signer Events Seth Morgan cheers@dentoncbc.com Seth Morgan Denton County Brewing Co Security Level: Email, Account Authentication(None) Signature 'DoeuSign+d by1 s'/LA“,W.BF88D551C59A429. Timestamp Sent: 4/1 2/2022 1 1 :25:48 AM Viewed : 4/14/2022 1 1:10:24 AM Signed: 4/14/2022 11:11 :42 AM Signature Adoption: Pre-selected Style Signed by link sent to cheers@dentoncbc.com Using IP Address: 47.51.213.118 Electronic Record and Signature Disclosure:Accepted: 3/31/2022 9:33:30 AMID: 8c8e7fa2-a880-460d-98ae-8dbb3da9d10f In Person Signer Events Signature Status Timestamp Editor Delivery Events Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Signature Timestamp Witness Events Timestamp Notary Events Signature Timestamp Envelope Summary Events Envelope Sent Certified Delivered Signing Complete Completed Status Timestamps 4/1 2/2022 11 :25:48 AM 4/1 4/2022 11:10:24 AM 4/14/2022 11:11 :42 AM 4/14/2022 11 :11 :42 AM Hashed/Encrypted Security Checked Security Checked Security Checked Payment Events Status Timestamps Electronic Record and Signature Disclosure DocuSign Envelope ID: B2EEC7CA-A5CC4DCB-AOD4-B9C98F5FB5BI 3 PM Parties agreed to: Seth Morgan ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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