22-90222-902ORDINANCE NO.
AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING THE CITY MANAGER TOEXECUTE A SERVICE AGREEMENT RELATED TO PUBLIC, EDUCATION. AND
GOVERNMENT (PEG) GRANTS WITH THE UNIVERSITY OF NORTH TEXAS FOR ITSNTTV PEG CHANNEL; AUTHORIZING THE EXPENDITURE OF FUNDS; ANDDECLARING AN EFFECTIVE DATE.
WHEREAS, Under Section 66.009 of the Texas Utility Code all cable providers collect a
PEG Fee remitted to the City of Denton;
WHEREAS, the City of Denton utilizes such PEG Fee to fund the PEG Fund which is
used to support local PEG channel; and
WHEREAS, the University of North Texas operates a NTTV PEG Channel; and
WHEREAS, City staff recommends providing a one-time grant to provide funding for
capital equipment related to the NTTV PEG Channel; and
WHEREAS, City Staff having recommend, and the City Manager having recommendedto the Council that such grant be authorized; NOW, THEREFORE;
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The City Manager or their designee is hereby authorized to execute an
agreement between the City of Denton and The University of North Texas for its TV channel.
The agreement for the channel NTTV at UNT, attached hereto, is incorporated herein and made
a part hereof.
SECTION 2. This ordinance shall become effective immediately upon its passage and
approval.
Br far\ BecKThe motion to approve this ordinance was made by andVfakThis ordinance was passed and approved byseconded by Pithe following vote U_ - a] :
Aye
V
V/
,/
Nay Abstain Absent
Gerard Hudspeth, Mayor:
Vicki Byrd, District 1 :
Brian Beck. District 2:
Jesse Davis, District 3 :V
\Alison Maguire, District 4:+/
\/Deb Armintor, At Large Place 5 :
Paul Meltzer, At Large Place 6:./
PASSED AND APPROVED thi, th, 3d day of 2022
GERARD HUDSPETH, MAYOR
ATTEST:
ROSA RIOS, CITY SECRETARY
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APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
Digitally signed by MaKella LunnDN: cn=Marcella Lunn, o, ou=City
BILr p \XP /ILJLf 1(b]iLUJR\ \ ) X1\R/ :in=F1 :t= = ; cena lunn @ my ofden toX/ X • _ _ n rnm. bLU
Date: 2022.04.19 18:47:04 -05'00'
DocuSign Envelope ID: DEF82CBC-7FC8440C-9436-1 31F2D5EE3F5
FY2021-22 SERVICE AGREEMENT
BETWEEN THE CITY OF DENTON, TEXAS ANDNORTH TEXAS TELEVISION – NTTV
This Agreement is hereby entered into by and between the City of Denton, Texas, a Home
Rule Municipal Corporation, hereinafter referred to as "City", and University ofNorth Texas, UNT
- NTTV, hereinafter referred to as “Organization”:
WHEREAS, City has determined that the proposal for services merits assistance and can
provide needed services to citizens of City; and
WHEREAS, this Agreement serves a valid municipal and public purpose and is in the public
interest as it will assist local non-profit agencies, schools, hospitals, and public safety organizations
within the City, among other things;
NOW, THEREFORE, the parties hereto mutually agree as follows:
1. SCOPE OF SERVICES
Organization shall in a satisfactory and proper manner perform the following tasks, for
which the monies provided by City may be used:
The funds being provided shall be used by Organization to assist with the costs of capital
equipment related to providing Public, Educational and Government cable television services
within the City of Denton in accordance with Federal Communications Commission (FCC)
regulations.
II. OBLIGATIONS OF ORGANIZATION
In consideration of the receipt of funds from City, Organization agrees to the following termsand conditions.
A. Ten Thousand Dollars and no/100 ($ 10,000.00) shall be paid to Organization by City tobe utilized for the purposes set forth in Article I.
B. Organization will maintain adequate records to establish that the City funds are used for
the purposes authorized by this Agreement.
C. Organization will permit authorized officials of City to review applicable records at a
mutually agreed upon date and time.
D. Organization will provide full-backup documentation for expenditures, invoices, and
canceled checks to City by the end of the current fiscal year, September 30.
DocuSign Envelope ID: DEF82CBC-7FC8440C-9436-131 F2D5EE3F5
E. Organization will appoint a representative who will be available to meet with City
officials when requested.
III. TIME OF PERFORMANCE
The services funded by City shall be undertaken and completed by Organization within the
following time frame:
The term of this Agreement shall commence on the effective date and terminate at end of
the current fiscal year, unless the contract is sooner terminated under Section VII "Suspension orTermination".
IV. PAYMENTS
A. PAYMENTS TO ORGANIZATION. City shall pay to Organization the sum specified in
Article II after the effective date of this Agreement.
B. ExcEss PAYMENT. Organization shall refund to City within ten (10) working days of
City's request, any sum of money whieh has been paid by City and which City at any time thereafterdetermines :
1) has resulted in overpayment to Organization; or
2) has not been spent strictly in accordance with the terms of this Agreement; or
3) is not supported by adequate documentation to fully justify the expenditure.
V. EVALUATION
Organization agrees to provide City the following data and reports, or copies thereof:
A. All applicable external or internal audits. Organization shall submit a copy of the annual
independent audit to City within ten (10) days of receipt.
B.All applicable external or internal evaluation reports.
C.An explanation of any major changes in program services.
D. To comply with this section, Organization agrees to maintain records that will provide
accurate, current, separate, and complete disclosure of the status of funds received and the services
performed under this Agreement. The record system of Organization shall contain sufficient
documentation to provide in detail full support and justification for each expenditure.
Organization agrees to retain all books, records, documents, reports, and written accounting
procedures pertaining to the services provided and expenditure of funds under this Agreement for
five years
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DocuSign Envelope ID: DEF82CBC-7FC8440C-9436-1 31F2D5EE3F5
E. Nothing in the above subsections shall be construed to relieve Organization ofresponsibility for retaining accurate and current records that clearly reflect the level and benefit of
services provided under this Agreement.
VI. TERMINATION
The City may terminate this Agreement for cause if Organization violates any covenants,
agreements, or guarantees of this Agreement, the Organization's insolvency or filing of
bankruptcy, dissolution, or receivership, or the Organization’s violation of any law or regulation
to which it is bound under the terms of this Agreement. The City may terminate this Agreementfor other reasons not specifically enumerated in this paragraph.
VII. EQUAL OPPORTUNITY AND COMPLLANCE WITH LAWS
A. Organization shall comply with all applicable equal employment opportunity and
affirmative action laws or regulations.
B. Organization will furnish all information and reports requested by City, and will permit
access to its books, records, and accounts for purposes of investigation to ascertain compliancewith local, State and Federal rules and regulations.
C. In the event of non-compliance by Organization with the non-discrimination
requirements, the Agreement may be canceled, terminated, or suspended in whole or in part, and
Organization may be barred from further contracts with City.
VIII. REPRESENTATIONS
Organization represents :
A. All information, reports and data heretofore or hereafter requested by City and
furnished to City, are complete and accurate as of the date shown on the information, data, or
report, and, since that date, have not undergone any significant change without written notice toCity
B. Any supporting financial statements heretofore furnished to City, are complete,
accurate and fairly reflect the financial conditions of Organization on the date shown on said report,
and the results of the operation for the period covered by the report, and that since said data, there
has been no material change, adverse or otherwise, in the financial condition of organization.
C. No litigation or legal proceedings that would adversely affect Organizations
obligations under this Agreement are presently pending or threatened against Organization.
D. None of the provisions herein contravenes or is in conflict with the authority under
which organization is doing business or with the provisions of any existing indenture or agreement
of organization.
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DocuSign Envelope ID: DEF82CBC-7FC8440C-9436-1 31F2D5EE3F5
E. Organization 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.
F. None of the assets of Organization are subject to any lien or encumbrance of any
character, except for current taxes not delinquent, except as shown in the financial statements
furnished by Organization to City.
Each of these representations and warranties shall be continuing and shall be deemed tohave been repeated by the submission of each request for payment.
IX. CHANGES AND AMENDMENTS
A. Any alterations, additions, or deletions to the terms of this Agreement shall be bywritten 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. Anysuch 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.
X. INDEMNIFICATION
To the extent authorized by law, the Organization agrees to indemnify, hold harmless, 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, arising out of or in connection with
the performance by the Organization 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 organization, its officers,
employees, agents, subcontractors, licensees and invitees.
XI. CONFLICT OF INTEREST
A. Organization covenants that neither it nor any member of its governing body presently
has any interest, direct or indirect, which would conflict in any manner or degree with the
performance of services required to be performed under this Agreement. Organization furthercovenants that in the performance of this Agreement, no person having such interest shall be
employed or appointed as a member of its governing body.
B. Organization further covenants that no member of its governing body or its staff,
subcontractors or employees shall possess any interest in or use his/her position for a purpose that
is or gives the appearance of being motivated by desire for private gain for himself/herself, or
others; particularly those with which he/she has family, business, or other ties.
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DocuSign Envelope ID: DEF82CBC-7FC844C)C-9436-1 31F2D5EE3F5
C. No officer, member, or employee of City and no member of its governing body who
exercises any function or responsibilities in the review or approval of the undertaking or carrying
out of this Agreement shall participate in any decision relating to the Agreement which affects his
personal interest or the interest in any corporation, partnership, or association in which he hasdirect or indirect interest.
XII. 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 or facsimile, addressed to Organization or City, as the case may
be, at the following addresses:
ORGANIZATION
University of North Texas – NTTVNorth Texas Television
Phyllis Slocum1155 Union Circle #3 10589
Denton, TX 76203-5017
Telephone (940) 565-2565
CITY
City of Denton, Texas
Ann: City Manager
215 E. McKinney StreetDenton, Texas 76201
Telephone (940) 349-8307
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.
XIII. MISCELLANEOUS
A. Organization shall not transfer, pledge or otherwise assign this Agreement or any
interest therein, or any claim arising thereunder to any party or parties, bank, trust company or
other financial institution 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 Organization 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 Organization. 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,
understanding, or other commitment occurring during the term of this agreement, or subsequent
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DocuSign Envelope ID: DEF82CBC-7FC8440C-9436-1 31F2D5EE3F5
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 competentjurisdiction sitting in Denton County, Texas.
[N WITNESS WHEREOF, the parties do hereby affix their signatures and enter into this
Agreement as of the day of
ATTEST:
ROSA RIOS, CITY SECRETARY
/£Z2' .za,BY:
APPROVED AS TO LEGAL FORM:MACK REINWAND, CITY ATTORNEY
Digitally signed by Marcella LunnDN: cn=Marcella Lunn, o, ou=CityhIBY: WE j.\ \)UVb :rr:lltr::keHaJunn@dtyddennL/ 1 • _ n ram, r=IIS
Date: 2022.04.14 13:48:38 <)5'00'
ORGANIZATION (UNT)
DocuSlgned by:
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