23-916ORDINANCE NO. 23-916
AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING THE CITY MANAGER TOEXECUTE AN AGREEMENT BETWEEN THE CITY OF DENTON AND THE DENTONBLACK FILM FESTIVAL INSTITUTE, INC., FOR THE PAYMENT AND USE OF HOTELTAX REVENUE IN SUPPORT OF THE QUAKERTOWN DOCUSERIES; AND PROVIDINGAN EFFECTIVE DATE.
WHEREAS, TEX. TAX CODE §351.101(a) authorizes the CITY to use revenue from its
municipal hotel occupancy tax to promote tourism and the convention and hotel industry by
advertising and conducting solicitations and promotional programs to attract tourists and convention
delegates or registrants to the municipality or its vicinity; and
WHEREAS, TEX. TAX CODE §351.101 (c) authorizes the CITY to contract with independententities, for programs and activities of the type funded with revenue korn the municipal hotel
occupancy tax; and
WHEREAS, the agreements and amounts have ken reviewed and approved by the
Community Partnership Committee and the City Council deems use of the funds are in the publicinterest; NOW THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The City Manager, or designee, is hereby authorized to execute an
agreement between the City of Denton and the Denton Black Film Festival Institute, Inc. for the
payment and use of hotel tax revenue, under the terms and conditions contained in the
agreement, a copy of which is attached hereto and made a part hereof.
SECTION 2. This Ordinance shall become effective immediately upon its passage and
approval.
Th, m,tion t, ,ppr, v,. thi, O,di„,„„ w„ m,d, by andseconded by b,b\ h& k ; the Ordina) d bythe following vote [K - a :
M LXJa r Abstain Absent
Gerard Hudspeth, Mayor:P/
1/
b/
U/
VJ
Vicki Byrd, District 1 :
Brian Beck, District 2:
Jesse Davis, District 3 :
VACANT, District 4:
Brandon Chase McGee, At Large Place 5 :
Chris Watts, At Large Place 6:
PASSED AND APPROVED this the 2" A da,of ma/ . 2023
J///L/>GERARD HUDSPETH, MAYOR
ATTEST:
JESUS SALAZAR, [NTERM CITY SECRETARY
APPROVED AS TO LEGAL FORM:
L\\\\\1111111
MACK REINWAND, CITY ATTORNEY
Page 2 of 2
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AGREEMENT BETWEEN THE CITY OF DENTON AND DENTON BLACK FILM
FESTIVAL INSTITUTE, INC. (PY2023) PROVIDING FOR THE PAYMENT AND USEOF HOTEL TAX REVENUE
THIS AGREEMENT made between the City of Denton, Texas, a municipal corporation (the“CITY”), and the DENTON BLACK FILM FESTIVAL INSTITUTE, INC., a legal entityincorporated under the laws of the State of Texas (the “DENTON BLACK FILM FESTIVALINSTITUTE”).
WHEREAS, TEX. TAX CODE §351.002 authorizes CITY to levy by ordinance a municipal
hotel occupancy tax (“hotel tax”) not exceeding seven percent (7%) of the consideration paid by ahotel occupant; and
WHEREAS, by ordinance, CITY has provided for the assessment and collection of a
municipal hotel occupancy tax in the City of Denton of seven percent (7%); and
WHEREAS, TEX. TAX CODE §3 51.101 (a) authorizes CITY to use revenue &om its municipal
hotel occupancy tax to promote tourism and the convention and hotel industry by advertising and
conducting solicitations and promotional programs to attract tourists and convention delegates or
registrants to the municipality or its vicinity; and
WHEREAS, DENTON BLACK FILM FESTIVAL INSTITUTE is well equipped to
perform those activities; and
WHEREAS, TEX. TAX CODE §351.101(c) authorizes CITY to delegate by contract with
DENTON BLACK FILM FESTIVAL INSTITUTE, as an independent entity, the management and
supervision of programs and activities of the type described hereinabove funded with revenue from
the municipal hotel occupancy tax;
NOW, THEREFORE, in consideration of the performance of the mutual covenants and
promises contained herein, CITY and DENTON BLACK FILM FESTIVAL INSTITUTE agree,and contract as follows:
I. HOTEL TAX REVENUE PAYMENT
1.1 Consideration. For and in consideration of the activities to be performed by DENTON
BLACK FILM FESTIVAL INSTITUTE under this Agreement, CITY agrees to pay to DENTONBLACK FILM FESTIVAL INSTITUTE a portion of the hotel tax revenue collected by CITY at the
rates and in the manner specified herein (such payments by CITY to DENTON BLACK FILM
FESTIVAL INSTITUTE sometimes herein referred to as the “agreed payments” or “hotel tax
fUnds”)
1.2 Amount of Payments.
(a)
meamrlgs :
As used in this Agreement, the following terms shall have the following specific
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(i) The term “hotel tax revenue” shall mean the gross monies collected and
received by CITY as municipal hotel occupancy tax at the rate of seven percent (7%) of
the price paid for a room in a hotel, pursuant to Texas Tax Code §351.002 and City
Ordinance. Hotel tax revenue will include penalty and interest related to the late payments
of the tax revenue by the taxpayer.
(ii) The term “Collection period” will mean the collection period for CITY’s fiscal
year. It will include hotel tax revenue due to CITY for the relevant fiscal year and collected
through the 22nd day of the month following the close of the relevant fiscal year.
(iii) The term “base payment amount” shall mean a net amount of money equal to
the total hotel tax revenue collected by CITY during any relevant period of time Q.e. , fiscal
year or fiscal quarter), less: (1) attorney and auditing costs incurred during such period for
costs of collection or auditing of hotel taxpayers (attorney and auditing costs include fees paid
to attorneys or agents not in the regular employ of CITY for which attorneys or agents effect
compliance or collection of the hotel tax from taxpayers); and (2) court costs and other
expenses incurred in litigation against, or auditing of, such taxpayers.
(iv) The term “contract quarter” shall refer to any quarter of the calendar year in
which this Agreement is in force. Contract quarters will end on March 31st, June 30th,
September 30th, and December 3 lst of each contract year.
(b) in return for satisfactory performance of the activities set forth in this Agreementand all attachments hereto, CITY shall pay to DENTON BLACK FILM FESTIVAL INSTITUTE
an amount of money in each contract year equal to the lesser amount of Seven and Sixty-Seven
Hundredths percent (7.67%) of the annual base payment amount, or the fixed contract amount of
Two Hundred Fifty Thousand Dollars ($250,000). This amount will be paid in one lump sum after
the lst of June 2023. If CITY’s Chief Financial Officer determines that hotel tax receipts to theCITY are not meeting the anticipated budget projection, CITY may reduce DENTON BLACK
FILM FESTIVAL INSTITUTE’s current budget at any time during the contract period. Payment
is subject to refund of any unused or improperly expended funds from the prior contract period,
and CITY’s timely receipt of the required quarterly reports.
1.3 Dates of Payments.
(a) The term “payments” shall mean payments by CITY to DENTON BLACK FILM
FESTIVAL INSTITUTE of those amounts specified in NI.2, above, as determined by the hotel taxrevenue collected.
(b) Each quarterly payment shall be paid upon receipt of the required reports and after the
25th day following the last day of the contract quarter. If any quarterly financial report is not received
within thirty (30) days of the end of the applicable contract quarter, the recipient may be held in breach
of this Agreement. CITY may withhold the quarterly payment(s) until the appropriate reports are
received and approved, which approval shall not be unreasonably withheld.
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1.4 Other limitations regarding consideration.
(a) The funding of this project in no way commits CITY to future funding of this program
beyond the current contract period. Any future funding is solely the responsibility of DENTONBLACK FILM FESTIVAL INSTITUTE
(b) it is expressly understood that this contract in no way obligates the General Fund or anyother monies or credits of CITY.
(c) CITY may withhold further allocations if CITY determines that DENTON BLACK
FILM FESTIVAL INSTITUTE’s expenditures deviate materially from their approved budget.
1.5 Additional performance requirement.
In addition to the activities to be performed, DENTON BLACK FILM FESTIVAL agrees
that it will execute an Agreement with Southroad Pictures that states “In consideration for the funds
provided by the City of Denton, Southroad Pictures will not deny any reasonable request by the City
of Denton to be acknowledged for its provision of hotel tax funds in support of the Quakertown
historical documentary series.”
II. USE OF HOTEL TAX REVENUE
2.1 Use of Funds. For and in consideration of the payment by CITY to DENTON BLACK
FILM FESTIVAL INSTITUTE of the agreed payments of hotel tax fUnds specified above,
DENTON BLACK FILM FESTIVAL INSTITUTE agrees to use such hotel tax funds only for
advertising and conducting solicitations and promotional programs to attract tourists and convention
delegates or registrants to the municipality or its vicinity; as well as the promotion of tourism through
the encouragement, promotion, improvement, and application of the arts, including instrumental and
vocal music, dance, drama, folk art, creative writing, architecture, design and allied fields, painting,
sculpture, photography, graphic and craft arts, motion pictures, radio, television, tape and sound
recording, and other arts related to the presentation, performance, execution, and exhibition of these
major arts forms, as authorized by TEX. TAX CODE §351.101 (a). Funds for any calendar year which
are unused by midnight December 3 1 st of that year shall be refunded to CITY within thirty (30) days.
Advertising materials purchased with the hotel occupancy tax funds must be targeted to reach
audiences outside the Denton city limits. These materials include, but are not limited to, signs, posters,
postcards, newsletters, print advertising, digital marketing, billboards, radio and television.
DENTON BLACK FILM FESTIVAL INSTITUTE agrees to the use of the hotel tax funds for the
promotion of tourism through the encouragement, promotion, improvement, and application of the
arts by using the funds for the creation and production of an historical documentary series about the
Quakertown Community by Southroad Pictures.
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Further, DEIVFON BLACK FILM FESTIVAL iNSTiTurE agrees that it will enter into an
agreement with Southroad Pictures that states “Southroad Pictures agrees it will make use of the hotel
tax funds provided by the City of Denton in accordance with Texas law and with the Agreementexecuted on between the City of Denton and the DEIVFON BLACK FILM FESTIVAL
INSTITUTE. Southroad Pictures further agrees it will comply with Sections 1.5, 2.2 through 2.3, and
3.1 through 3.4 of said Agreement.”
2.2 Administrative Costs. The hotel tax funds received from the CITY by the DENTON
BLACK FILM FESTIVAL INSTITUTE may be spent for day-to-day operations, office supplies,
salaries, travel expenses, and other administrative costs allowed by TEX. TAX CODE §351.101(e), but
only if specified in DENTON BLACK FILM FESTIVAL INSTITUTE’s budget attached hereto as
Exhibit 'W’ and incorporated herein for all purposes and each are directly attributable to work on
programs which promote tourism and the hotel and convention industry, and if each promotes at least
one of the six statutory purposes enumerated within TEX. TAX CODE §351.101 (a).
2.3 Specific Restrictions on Use of Funds.
(a) That portion of total administrative costs of the DENTON BLACK FILM
FESTIVAL INSTITUTE for which hotel tax funds may be used shall not exceed that portion of theDENTON BLACK FILM FESTIVAL INSTITUTE’s administrative costs actually incurred in
conducting the activities specified in 12. 1 above.
(b) Hotel tax funds may not be spent for travel for a person to attend an event or conduct
an activity the primary purpose of which is not directly related to the promotion of local tourism and
the convention and hotel industry or the performance of the person’s job in an efficient andprofessional manner.
III. RECORDKEEPING AND REPORTING REQUIREMENTS
3.1 Budget.
(a) DENTON BLACK FILM FESTIVAL INSTITUTE shall adhere to the budget (Exhibit“A”) as approved by the City Council for each calendar year, for all operations of DENTON BLACKFILM FESTIVAL INSTITUTE in which the hotel tax funds shall be used by DENTON BLACK
FILM FESTIVAL ,INSTITUTE. In other words, CITY should be able to audit specifically the
purpose of each individual expenditure of hotel tax flmds from the separate account relating to hotel
tax. CITY shall not pay to DENTON BLACK FILM FESTIVAL INSTITUTE any hotel tax
revenues as set forth in Section I of this contract during any program year of this Agreement unless a
budget for such respective program year has been approved in writing by the Denton City Council,authorizing the expenditure of funds.
(b) DENTON BLACK FILM FESTIVAL INSTITUTE acknowledges that approval of
the budget (Exhibit “A”) by the Denton City Council creates a fiduciary duty in DENTON BLACK
FILM FESTIVAL INSTITUTE with respect to the hotel tax funds paid by CITY to DENTONBLACK FILM FESTIVAL INSTITUTE under this Agreement. DENTON BLACK FILM
FESTIVAL INSTITUTE shall expend hotel tax funds only in the manner and for the purposes
specified in this Agreement, TEX. TAX CODE §35 1.101 (a) and in the budget as approved by CITY.
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(c) Upon the application or consent of DENTON BLACK FILM FESTIVAL
INSTITUTE, the City Manager or his designate may authorize minor amendments to the approved
budget as necessary to carry out the intent of this Agreement, in a manner consistent with efficient
use of public funds, and in accordance with State law. Such minor amendments may not increase the
overall funding set forth in jl.2(b), extend the term, or otherwise alter the performance obligations ofDENTON BLACK FILM FESTIVAL INSTITUTE, without approval of the City Council byordinance.
3.2 Separate Accounts. DENTON BLACK FILM FESTIVAL INSTITUTE shall maintain
any hotel tax funds paid to DENTON BLACK FILM FESTIVAL INSTITUTE by CITY in a
separate account or with segregated fund accounting, such that any reasonable person can ascertain
the revenue source of any given expenditure.
3.3 Financial Records. DENTON BLACK FILM FESTIVAL INSTITUTE shall maintain
complete and accurate financial records of each expenditure of the hotel tax funds made by DENTON
BLACK FILM FESTIVAL INSTITUTE. These funds are required to be classified as restricted
funds for audited financial purposes, and may not be used for contracted services, including, but not
limited to, auditing fees or attorney fees. Upon reasonable advance written request of the Denton CityCouncil, the City Manager or designate, or any other person, DENTON BLACK FILM FESTIVAL
iNSTITUTE shall make such fInancial records available for inspection and review by the party
making the request. DENTON BLACK FILM FESTIVAL INSTITUTE understands and accepts
that all such financial records, and any other records relating to this Agreement shall be subject to the
Texas Public Information Act, TEX. Gov’T CODE, ch. 552, as hereafter amended.
3.4 Quarterly Reports. After initial receipt of hotel tax funds, and within thirty (30) days after
the end of every quarter thereafter, until all funds have been expended and reported to CITY,
DENTON BLACK FILM FESTIVAL INSTITUTE shall furnish to CITY: (1) a completed financial
report, (2) a list of the expenditures or copies of the invoices or receipts made with regard to hotel tax
funds pursuant to TEX. TAX CODE §351.101(c), social media and/or digital marketing expenditures
require invoices to be provided and shall include performance measures, and (3) a copy of all financial
records (e.g., copies of Bont and back cleared checks or bank statements, and other relevant
documentation). Both the financial and expenditure reports will be in a form either determined or
approved by the City Manager or designate. DENTON BLACK FILM FESTIVAL INSTITUTE
shall respond promptly to any request from the City Manager of CITY, or designate, for additional
information relating to the activities performed under this Agreement.
3.5 Notice of Meetings. DENTON BLACK FILM FESTIVAL INSTITUTE shall give the
City Manager of CITY, or his designate, reasonable advance written notice of the time and place of
all meetings of DENTON BLACK FILM FESTIVAL INSTITUTE ’s Board of Directors, as well
as any other meeting of any constituency of DENTON BLACK FILM FESTIVAL INSTITUTE, at
which this Agreement or any matter subject to this Agreement shall be considered.
rv. TERM AND TERMINATION
4.1 Term. The term of this Agreement shall commence on June 1, 2023 and terminate at
midnight on June 30, 2024. However, the program period shall commence on June 1, 2023, and
terminate at midnight on May 3 1, 2024. Only those expenditures authorized by Chapter 351 of the
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Texas Tax Code and the program guidelines, which are actually incurred during the program period,
for events and activities taking place within the program period, are eligible for fUnding under this
Agreement, and any ineligible expenditures or unspent funds shall be forfeited to CITY upon
termination of this Agreement.
4.2 Termination Without Cause.
(a) This Agreement may be terminated by either party, with or without cause, by givingthe other party sixty (60) days advance written notice.
(b) in the event this contract is terminated by either party pursuant to q4.2(a), CITY
agrees to reimburse DENTON BLACK FILM FESTIVAL INSTITUTE for any contractualobligations of DENTON BLACK FILM FESTIVAL INSTITUTE undertaken by DENTONBLACK FILM FESTIVAL INSTITUTE in satisfactory performance of those activities specified
in qq2.1 and 2.2 above, and that were approved by the Council through the budget, as noted in
l3 .1. This reimbursement is conditioned upon such contractual obligations having been incurred
and entered into in the good faith performance of those services contemplated in qp.1 and 2.2
above, and further conditioned upon such contractual obligations having a term not exceeding the
full term of this Agreement. Notwithstanding any provision hereof to the contrary, the obligationof CITY to reimburse DENTON BLACK FILM FESTIVAL INSTITUTE, or to assume the
performance of any contractual obligations of DENTON BLACK FILM FESTIVAL INSTITUTE,
for or under any contract entered into by DENTON BLACK FILM FESTIVAL INSTITUTE as
contemplated herein, shall not exceed 66 2/3% of the current payment.
(c) Further, upon termination pursuant to q4.2(a), DENTON BLACK FILM FESTIVAL
INSTITUTE will provide CITY: 1) within ten (10) business days from the termination notification,
a short-term budget of probable expenditures for the remaining sixty (60) day period betweentermination notification and contract termination. This budget will be presented to Council for
approval within ten (10) business days after receipt by CITY. If formal approval is not given
within ten (10) business days, and the budget does not contain any expenditures that would be
prohibited by the Texas Tax Code, and is within the current contractual period approved budget;
the budget will be considered approved; 2) within thirty (30) days, a fall accounting of all
expenditures not previously audited by CITY; 3),within five (5) business days of a request from
CITY, a listing of expenditures that have occurred since the last required reporting period; 4) a
final accounting of all expenditures and tax funds on the day of termination. DENTON BLACK
FILM FESTIVAL INSTITUTE will be obligated to return any unused funds, or funds determinedto be used improperly. Any use of remaining funds by DENTON BLACK FILM FESTIVALINSTITUTE after notification of termination is conditioned upon such contractual obligations
having been incurred and entered into in the good faith performance of those services contemplated
in qp. 1 and 2.2 above, and further conditioned upon such contractual obligations having a term
not exceeding the full term of this Agreement.
4.3 Automatic Termination. This Agreement shall automatically terminate upon the occurrence
of any of the following events:
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(a) The termination of the legal existence of DENTON BLACK FILM FESTIVALINSTITUTE;
(b) The insolvency of DENTON BLACK FILM FESTIVAL INSTITUTE, the filing of a
petition in bankruptcy, either voluntarily or involuntarily, or an assignment by DENTON BLACKFILM FESTIVAL INSTITUTE for the benefit of creditors;
(c) The continuation of a breach of any of the terms or conditions of this Agreement by eitherCITY or DENTON BLACK FILM FESTIVAL INSTITUTE for more than thirty (30) days after
written notice of such breach is given to the breaching party by the other party; or
(d) The failure of DENTON BLACK FILM FESTIVAL INSTITUTE to submit a financial
quarterly report which complies with the reporting procedures required herein and generally accepted
accounting principles prior to the beginning of the next contract term, or quarterly as required by qI.3hereof
4.4 Right to Immediate Termination Upon Litigation. Notwithstanding any other provision
of this Agreement, to mitigate damages and to preserve evidence and issues for judicial determination,
either party shall have the right to terminate this Agreement upon immediate notice to the other party
in the event that any person has instituted litigation concerning the activities of the non-terminating
party, and the terminating party reasonably believes that such activities are required or prohibited
under this Agreement.
4.5 in the event that this Agreement is terminated pursuant to ll4.3 or 4.4, DENTON BLACK
FILM FESTIVAL INSTITUTE agrees to refund any and all unused funds, or funds determined by
CITY to have been used improperly, within thirty (30) days after termination of this Agreement.
GENERAII PROVISIONS
5.1 Subcontract for Performance of Services. Nothing in this Agreement shall prohibit, nor be
construed to prohibit, the agreement by DENTON BLACK FILM FESTIVAL INSTITUTE with
another private entity, person, or organization for the performance of those services described in q2. 1above. In the event that DENTON BLACK FILM FESTIVAL INSTITUTE enters into any
arrangement, contractual or otherwise, with such other entity, person or organization, DENTONBLACK FILM FESTIVAL INSTITUTE shall cause such other entity, person, or organization to
adhere to, conform to, and be subject to all provisions, terms, and conditions of this Agreement and
to TEX. TAX CODE ch. 351, including reporting requirements, separate funds maintenance, and
limitations and prohibitions pertaining to expenditure of the agreed payments and hotel tax funds.
5.2 Independent Contractor. DENTON BLACK FILM FESTIVAL INSTITUTE shall
operate as an independent contractor as to all services to be performed under this Agreement and notas an officer, agent, servant, or employee of CITY. DENTON BLACK FILM FESTIVALINSTITUTE shall have exclusive control of its operations and performance of services hereunder,
and such persons, entities, or organizations performing the same, and DENTON BLACK FILM
FESTIVAL INSTITUTE shall be solely responsible for the acts and omissions of its directors,officers, employees, agents, and subcontractors. DENTON BLACK FILM FESTIVAL INSTITUTE
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shall not be considered a partner or joint ventura with CITY, nor shall DENTON BLACK FILM
FESTIVAL INSTITUTE be considered, nor in any manner hold itself out as, an agent or official
representative of CITY.
5.3 Indemni6cation. DENTON BLACK FILM FESTIVAL INSTITUTE AGREES TOHVDEMNmY, HOLD HARMLESS, AND DEFEND CITY. HS OFFICERS. AGENTS. ANDEMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR
UVJURIES, DAMAGE, LOSS, OR LIABnITY OF WHATEVER KIND OR CHARACTER,ARISING OUT OF OR HV CONNECTION WITH THE PERFORMANCE BY DENTONBLACK FILM FESTIVAL HVSTITUTE OF THOSE SERVICES CONTEMPLATED BYTHIS AGREEMENT, UVCLUDING ALL SUCH CLAIMS OR CAUSES OF ACTIONBASED UPON COMMON, CONSTITUTIONAL OR STATUTORY LAW, OR BASED, INWHOLE OR IN PART, UPON ALLEGATIONS OF NEGLIGENT OR INTENTIONALACTS OFDENTON BLACK FILM FESTIVAL INSTITUTE . ITS OFFICERS.EMPLOYEES, AGENTS, SUBCONTRACTORS, LICENSEES AND INVITEES.
5.4 Assignment. DENTON BLACK FILM FESTIVAL INSTITUTE shall not assign this
Agreement without first obtaining the written consent of CITY.
5.5 Notice. Any notice required to be given under this Agreement or any statute, ordinance, or
regulation, shall be effective when given in writing and deposited in the United States mail, certified
mail, return receipt requested, or by hand-delivery, addressed to the respective parties as follows:
CITY DENTON BLACKINSTITUTE
Executive DirectorDENTON BLACKINSTITUTE, INC
P.O. Box 1217
Denton, Texas 76202
FILM FESTIVAL
City ManagerCITY OF DENTON
215 E. McKinney
Denton, TX 76201
FILM FESTIVAL
5.6 Inurement. This Agreement and each provision hereof, and each and every right, duty,
obligation, and liability set forth herein shall be binding upon and inure to the benefit and obligation
of CITY and DENTON BLACK FILM FESTIVAL INSTITUTE and their respective successors
and assigns.
5.7 Application of Laws. All terms, conditions, and provisions of this Agreement are subject to
all applicable federal laws, state laws, the Charter of CITY of Denton, all ordinances passed pursuant
thereto, and all judicial determinations relative thereto.
5.8 Exclusive Agreement. This Agreement contains the entire understanding and constitutes the
entire agreement between the parties hereto concerning the subject matter contained herein. There
are no representations, agreements, arrangements, or understandings, oral or written, express or
implied, between or among the parties hereto, relating to the subject matter of this Agreement, which
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are not fully expressed herein. The terms and conditions of this Agreement shall prevail,
notwithstanding any variance in this Agreement from the terms and conditions of any other document
relating to this transaction or these transactions.
5.9 Duplicate Originals. This Agreement is executed in duplicate originals.
5.10 Headings. The headings and subheadings of the various sections and paragraphs of this
Agreement are inserted merely for the purpose of convenience and do not express or imply any
limitation, definition, or extension of the specific terms of the section and paragraph so designated.
5.11 Severability. If any section, subsection, paragraph, sentence, clause, phrase or word in this
Agreement, or application thereof to any person or circumstance is held invalid by any court of
competent jurisdiction, such holding shall not affect the validity of the remaining portions of this
Agreement, and the parties hereby declare they would have enacted such remaining portions despite
any such invalidity.
5.12 Insurance. DENTON BLACK FILM FESTIVAL INSTITUTE shall, at a minimum,
provide insurance as follows:
1. $1,000,000 Commercial General Liability or $1,000,000 Event Insurance, covering all events
taking place on City-owned property,
2. $1,000,000 Liquor/Dram Shop Liability for all events occurring on City-owned property
where alcohol will be provided or served.
CITY must be named as an additional insured on all policies (except Workers’ Compensation) and
proof of coverage shall be submitted prior to any payment by CITY.
2nd MayEXECUTED this day of , 2023 .
THE CITY OF DENTON, TEXAS
SARAHENSLEY,CITY MANAGER
DENTON BLACK FILM FESTIVAL
INSTITUTE, INC.
DocuSlgned by:~:DExecutive Director
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ATTEST:
JESSE SALAZAR, INTERIM CITY SECRETARY
By:
APPROVED AS TO LEGAL FORM:MACK REINWAND, CITY ATTORNEY
By:
THIS AGREEMENT HAS BEENBOTH REVIEWED AND APPROVED
as to financial and operational obligations and
business terms.
Aimee KaslikPRINTED NAME
Interim Finance DirectorTITLE
FinanceDEPARTMENT
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Exhibit A
Denton Black Film Festival
Hotel Occupancy Tax Program
Budget 2023
Advertising
Art Department Labor
Media
19,950
$ 2,500
subtotal $ 22,450
Art
Film Crew
Film Production
Site Operations
Equipment Rental
$ 169,950
11,000
20,000
26,600
$ 227,550subtotal
Total Budget $ 250,000
Denton Black Film Festival Institute HOT Funds, PY2023 - Page 1 1
[kx>uSign
Certificate Of Completion
Envelope Id: E4A6949D75E64AFEAAEBF00751472778
Subject: Complete with DocuSign: Denton Black film Festival HOT Contract PY23.pdf
Source Envelope:
Status: Completed
Document Pages: 11
Certificate Pages: 5
Signatures: 5
Initials: 0
Envelope Originator:
Daniel Jones
AutoNav: Enabled
Envelopeld Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)
901B Texas Street
Denton, TX 76209
Daniel.Jones@cityofdenton.com
IP Address: 198.49.140.104
Record Tracking
Status: Original4/26/2023 10:41 :14 AM
Holder: Daniel Jones
Daniel.Jones@cityofdenton.com
Location: DocuSign
Signer Events
Amanda Brown
Amanda.Brown@cityofdenton.com
Security Level: Email, Account Authentication(None)
Signature Timestamp
Sent: 4/26/2023 10:42:46 AM
Viewed: 4/26/2023 10:43:09 AM
Signed: 4/26/2023 11 :00:54 AM
Signature Adoption: Drawn on Device
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:Accepted: 4/26/2023 10:43:09 AMID: a301 151 1-bc72496a-alcf440e630b86c8
Aimee Kaslik
aimee.kaslik@cityofdenton.com
Security Level: Email, Account Authentication(None)
DocuSlgned by:
hcc Lastit
6CB8085245DF4B5.[d
Sent: 4/26/2023 1 1 :00:55 AM
Viewed: 4/26/2023 1 1 :04:46 AM
Signed: 4/26/2023 1 1 :05:46 AM
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:Accepted: 4/26/2023 1 1:04:46 AMID: c486c63d-7f404332-b100-028e373c7aOd
Harry Eaddy
harrydbff@gmail.com
Security Level: Email, Account Authentication(None)
'DocuSign•d by:Uk::heat?Sent: 4/26/2023 1 1 :05:48 AM
Resent: 4/26/2023 11:12:03 AM
Viewed: 4/26/2023 1 :43:49 PM
Signed: 4/26/2023 1 :45:35 PMSignature Adoption: Pre-selected Style
Using IP Address: 47.186.204.253
Electronic Record and Signature Disclosure:Accepted: 4/26/2023 1 :43:49 PMID: 126f4771-30c64795-8882J402dea17e326
Daniel Jones
daniel,jones@cityofdenton.com
Planning Technician I
City of Denton
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Completed Sent: 4/26/2023 1 :45:38 PM
Viewed: 5/4/2023 8:28:18 AM
Signed: 5/4/2023 8:28:42 AMUsing IP Address: 198.49.140.10
Signer Events
Sara Hensley
Sara.Hensley@cityofdenton.com
City Manager
City of Denton
Security Level: Email, Account Authentication(None)
Signature Timestamp
Sent: 5/4/2023 8:28:45 AM
Viewed: 5/4/2023 8:31 :24 AM
Signed: 5/4/2023 8:32:10 AM
Signature Adoption: Pre-selected Style
Using IP Address: 47.190.47.120
Signed using mobile
Electronic Record and Signature Disclosure:Not Offered via DocuSign
Jesus Salazar
jesus.salazar@cityofdenton.com
Security Level: Email, Account Authentication(None)
Sent: 5/4/2023 8:32:11 AM
Viewed: 5/4/2023 8:33:01 AM
Signed: 5/4/2023 8:33:59 AM
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Electronic Record and Signature Disclosure:Accepted: 5/4/2023 8:33:01 AMID: eea13a3e-21684e62-85cl-fc928eca6d02
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
City Secretary
citysecretary@cityofdenton.com
Security Level: Email, Account Authentication(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Status Timestamp
Sent: 5/4/2023 8:34:01 AM
Viewed: 5/4/2023 8:38:20 AM
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events
Envelope Sent
Envelope Updated
Certified Delivered
Signing Complete
Completed
Status Timestamps
4/26/2023 10:42:46 AM
4/26/2023 11:12:02 AM
5/4/2023 8:33:01 AM
5/4/2023 8:33:59 AM
5/4/2023 8:34:01 AM
Hashed/Encrypted
Security Checked
Security Checked
Security Checked
Security Checked
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM
Parties agreed to: Amanda Brown, Aimee Kaslik, Harry Eaddy, Jesus Salazar
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. Described below are the terms and conditions for
providing to you such notices and disclosures electronically through your DocuSign, Inc.
(DocuSign) Express user account. Please read the information below carefully and thoroughly,
and if you can access this information electronically to your satisfaction and agree to these terms
and conditions, please confirm your agreement by clicking the 'I agree’ button at the bottom of
this document
Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available
electronically to you by us. For such copies, as long as you are an authorized user of the
DocuSign system you will have the ability to download and print any documents we send to you
through your DocuSign user account for a limited period of time (usually 30 days) after such
documents are first sent to you. After such time, if you wish for us to send you paper copies of
any such documents from our office to you, you will be charged a $0.00 per-page fee. You may
request delivery of such paper copies from us by following the procedure described below.
Withdrawing your consent
If you decide to receive notices and disclosures from us electronically, you may at any time
change your mind and tell us that thereafter you want to receive required notices and disclosures
only in paper format. How you must inform us of your decision to receive future notices and
disclosure in paper format and withdraw your consent to receive notices and disclosures
electronically is described below.
Consequences of changing your mind
If you elect to receive required notices and disclosures only in paper format, it will slow the
speed at which we can complete certain steps in transactions with you and delivering services to
you because we will need first to send the required notices or disclosures to you in paper format,
and then wait until we receive back from you your acknowledgment of your receipt of such
paper notices or disclosures. To indicate to us that you are changing your mind, you must
withdraw your consent using the DocuSign 'Withdraw Consent’ form on the signing page of your
DocuSign account. This will indicate to us that you have withdrawn your consent to receive
required notices and disclosures electronically from us and you will no longer be able to use your
DocuSign Express user account to receive required notices and consents electronically from us
or to sign electronically documents from us.
All notices and disclosures will be sent to you electronically
Unless you tell us otherwise in accordance with the procedures described herein, we will provide
electronically to you through your DocuSign user account all required notices, disclosures,
authorizations, acknowledgements, and other documents that are required to be provided or
made available to you during the course of our relationship with you. To reduce the chance of
you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required
notices and disclosures to you by the same method and to the same address that you have given
us. Thus, you can receive all the disclosures and notices electronically or in paper format through
the paper mail delivery system. If you do not agree with this process, please let us know as
described below. Please also see the paragraph immediately above that describes the
consequences of your electing not to receive delivery of the notices and disclosures
electronically from us.
How to contact City of Denton:
You may contact us to let us know of your changes as to how we may contact you electronically,
to request paper copies of certain information from us, and to withdraw your prior consent to
receive notices and disclosures electronically as follows:
To contact us by email send messages to: purchasing@cityofdenton.com
To advise City of Denton of your new e-mail address
To let us know of a change in your e-mail address where we should send notices and disclosures
electronically to you, you must send an email message to us at melissa.kraft@cityofdenton.com
and in the body of such request you must state: your previous e-mail address, your new e-mail
address. We do not require any other information from you to change your email address. .
In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected
in your DocuSign account by following the process for changing e-mail in DocuSign.
To request paper copies from City of Denton
To request delivery from us of paper copies of the notices and disclosures previously provided
by us to you electronically, you must send us an e-mail to purchasing @cityofdenton.com and in
the body of such request you must state your e-mail address, full name, US Postal address, and
telephone number. We will bill you for any fees at that time, if any.
To withdraw your consent with City of Denton
To inform us that you no longer want to receive future notices and disclosures in electronic
format you may:
i. decline to sign a document from within your DocuSign account, and on the subsequent
page, select the check-box indicating you wish to withdraw your consent, or you may;
ii. send us an e-mail to purchasing@cityofdenton.com and in the body of such request you
must state your e-mail, full name, IS Postal Address, telephone number, and account
number. We do not need any other information from you to withdraw consent.. The
consequences of your withdrawing consent for online documents will be that transactions
may take a longer time to process..
Required hardware and software
Operating Systems
Browsers (for SENDERS
Browsers (for SIGNERS)
r
I
mlet Explorer 6.o?, Mozilla FireFox 1.oNetS7.2 (or above
c
x
Email
Screen Resolution
Enabled Security Settings
• Allow per session cookies
•Users accessing the internet behind a Proxy
Server must enable Hmp 1.1 settings viaproxy connection
## These minimum requirements are subject to change. If these requirements change, we will
provide you with an email message at the email address we have on file for you at that time
providing you with the revised hardware and software requirements, at which time you will
have the right to withdraw your consent.
Acknowledging your access and consent to receive materials electronically
To confirm to us that you can access this information electronically, which will be similar to
other electronic notices and disclosures that we will provide to you, please verify that you
were able to read this electronic disclosure and that you also were able to print on paper or
electronically save this page for your future reference and access or that you were able to
e-mail this disclosure and consent to an address where you will be able to print on paper or
save it for your future reference and access. Further, if you consent to receiving notices and
disclosures exclusively in electronic format on the terms and conditions described above,
please let us know by clicking the 'I agree’ button below.
By checking the 'I Agree' box, I confirm that:
• I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF
ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and
• I can print on paper the disclosure or save or send the disclosure to a place where I can
print it, for future reference and access; and
• Until or unless I notify City of Denton as described above, I consent to receive from
exclusively through electronic means all notices, disclosures, authorizations,
acknowledgements, and other documents that are required to be provided or made
available to me by City of Denton during the course of my relationship with you.