23-1800DocuSign Envelope ID: 7768479A-2FA9473A-8C92-CE2437BD9987
ORDINANCE NO. 23-1800
AN ORDINANCE OF THE CITY OF DENTON APPROVING, AND AUTHORIZING THE
EXECUTION OF, AN AGREEMENT BETWEEN THE CITY OF DENTON AND THE
DENTON COUNTY FRIENDS OF THE FAMILY FOR THE EXPENDITURE OF CITY
COUNCIL CONTINGENCY FUNDS IN THE AMOUNT OF TWO HUNDRED DOLLARS
($200) rN SUPPORT OF THE ORGANIZATION; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, Denton County Friends of the Family has a stated mission to provide
compassionate, comprehensive services to those impacted by rape, sexual abuse, and domestic
violence while partnering with the community to promote safety, hope, healing, justice, and
prevention; and
WHEREAS, Gerard Hudspeth, Mayor, requested support from available contingency funds
to support the Denton County Friends of the Family; and
WHEREAS, the City Council of the City of Denton hereby finds the agreement between
the City and Denton County Friends of the Family, attached hereto and made a part hereof by
reference (the “Agreement”), furthers a charitable cause, economic or community growth, or public
interest; NOW THEREFORE,
THE COUNCL 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 and hereby ratified.
SECTION 2. The Agreement is hereby approved, and the City Manager, or 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 Two
Hundred Dollars ($200) in accordance with the terms of the Agreement.
SECTION 3. This Ordinance shall become effective immediately upon its passage and
approval.
DocuSign Envelope ID: 7768479A-2FA9473A-8C92-CE2437BD9987
The motion to approve this ordinance was made by rB,-.'_ $,,k 1 and seconded by rD (u,I, N,cd.
The ordinance was passed and approved by the following vote L– – J :
Aye Nay Abstain Absent
Mayor Gerard Hudspeth:
Vicki Byrd, District 1 :
Brian Beck. District 2:
Paul Meltzer, District 3 :
Joe Holland. District 4:
Brandon Chase McGee, At Large Place 5 :
Chris Watts, At Large Place 6:
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GERARD HUDSPETH, MAYOR
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PASSED AND APPROVED thi, th, 2:Gt-- d,y ,f
ATTEST:
JESUS SALAZAR, CITY SECRETARY 1\\\1l111111
APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
Digitally signed by
Susan Keller D=:Toe23=9.12
BY' 14:56:47 -05'oo'
DocuSign Envelope ID: 55C5AC 14-5162-4219-8F8D-235186270C59
COUNCIL CONTINGENCY FUND AGREEMENT
BETWEEN THE CITY OF DENTON AND
DENTON COUNTY FRIENDS OF THE FAMILY
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 Denton County Friends of the
Family, a Texas non-profit corporation.
WHEREAS, the City has determined the services provided by the Denton County Friends
of the Family to the citizens of the City merit assistance through the Council Contingency Fund
and the City has provided funds in its budget for such Council Contingency Fund; and
WHEREAS, Gerard Hudspeth, Mayor, requested support from available contingency funds
to support the Denton County Friends of the Family; 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:
1:OBLIGATIONS OF DENTON COUNTY FRIENDS OF THE FAMILY
In consideration of the receipt of funds from the City, the Denton County Friends of the
Family agrees to the following terms and conditions:
A. Two Hundred and no/100 ($200.00) shall be paid to the Denton County Friends of
the Family by the City to be utilized for the support of the organization.
B. Denton County Friends of the Family will maintain adequate records to establish
that the City funds are used for the purposes authorized by this Agreement. Funds shall be used on
expenses not prohibited or deemed criminal pursuant to Texas law.
C. Upon request, the Denton County Friends of the Family will permit authorized
officials of the City to review its books, financial statements, and records and provide copies of its
By-Laws, rules and regulations, and meeting minutes at any time. 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. Denton County Friends of the Family will not enter into any contracts that would
encumber City funds for a period that would extend beyond the term of this Agreement.
E. Denton County Friends of the Family will appoint a representative who will be
available to meet with City officials when requested.
F. Denton County Friends of the Family 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 Denton County Friends of the Family’s non-compliance
with the non-discrimination requirements, the Agreement may be canceled, terminated, or
suspended in whole or in part, and Denton County Friends of the Family may be barred from further
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contracts with the City.
G. Denton County Friends of the Family 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 one year from the effective date unless the
contract is sooner terminated under Section V “Termination”.
III. PAYMENTS
A. PAYMENTS TO DENTON COUNTY FRIENDS OF THE FAMILY. City shall pay to Denton
County Friends of the Family the sum specified in Article I after the effective date of this
Agreement.
B. ExcEss PAYMENT. Denton County Friends of the Family 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 Denton County Friends
of the Family; 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.
IV. EVALUATION
Denton County Friends of the Family agrees to participate in an implementation and
maintenance system whereby the services can be continuously monitored. Denton County Friends
of the Family maintains records that provide complete and accurate statements as to the status and
use of City funds. In addition, upon request, the Denton County Friends of the Family agrees
to provide the City with the following data and reports, or copies thereof: all external or
internal audits. Denton County Friends of the Family shall submit a copy of the annual independent
audit to the 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 Denton County Friends of the Family
violates any covenants, agreements, or guarantees of this Agreement, Denton County Friends of
the Family insolvency or filing of bankruptcy, dissolution, or receivership, or Denton County
Friends of the Family’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 convenience.
VI. WARRANTIES
Denton County Friends of the Family represents and warrants that:
A All financial reports, information, reports, records, and data heretofore or hereafter
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requested by City and furnished to City, are complete and accurate and fairly reflect the financial
conditions of Denton County Friends of the Family, 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 the
Denton County Friends of the Family.
C. None of the provisions herein contravenes or is in conflict with the authority under
which the Denton County Friends of the Family is doing business or with the provisions of any
existing indenture or agreement of the Denton County Friends of the Family.
D. Denton County Friends of the Family 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. Denton County Friends of the Family 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. Denton County Friends of the Family shall notify the City of any changes in personnel
or governing board composition.
VIII. [NDEMNIFICATION
TO THE EXTENT AUTHORIZED BY LAW, THE DENTON COUNTY FRIENDS
OF THE FAMILY 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 DENTON COUNTY FRIENDS OF THE FAMILY OR
THOSE SERVICES CONTEMPLATED BY THIS AGREEMENT, INCLUDING ALL
SUCH CLAIMS OR CAUSES OF ACTION BASED UPON COMMON,
DocuSign Envelope ID: 55C5AC 14-51624219-8F8D-235186270C59
CONSTITUTIONAL OR STATUTORY LAW, OR BASED, IN WHOLE OR IN PART,
UPON ALLEGATIONS OF NEGLIGENT OR INTENTIONAL ACTS OF DENTON
COUNTY FRIENDS OF THE FAMILY, 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 Denton County Friends of the
Family or City, as the case may be, at the following addresses:
CITY
City of Denton, Texas
AHn: City Manager
215 E. McKinney
Denton, TX 76201
sara.hensley@cityofdenton.com
Denton County Friends of the Family
Dr. Lisa Stanley
Board Chair
PO Box 640
Denton, TX 76202
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.
X. MISCELLANEOUS
A. Denton County Friends of the Family 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 the 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 Denton County Friends of the Family 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 Denton County
Friends of the Family. Neither shall such payment, act, or omission in any manner impair or
prejudice any right, power, privilege, or remedy available to the City to enforce its rights hereunder,
which rights, powers, privileges, or remedies are always specifically preserved. No representative
or agent of the City may waive the effect of this provision.
D. The following sections shall survive the termination of this Agreement: Section I,
Subsections B, C, and E; Section III Subsection B; Section VI Subsection A; and Section IX.
E. 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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thereto, have any legal force or effect whatsoever, unless properly executed in writing, and if
appropriate, recorded as an amendment of this Agreement.
F. 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 WHEREOF, the parties do hereby afTix their signatures and enter into this
Agreement as of the 26th day of September , 2023.
CITY OF DENTON
SARA HENSLEY, CITY MANAGER
SHAH%qI%
DocuSigned by:
DocuSigned by:
bM &Lwsoh
ATTEST:
JESUS SALAZAR, CITY SECRETARY
BY:IsE SALA4}ar
DENTON COUNTY FRIENDS OF THE
FAMILY
Si%fUIL
APPROVED AS TO LEGAL FORM
MACK REINWAND, CITY ATTORNEY
Digitally signed by Susan
Susan Ke ller£t::r2023.09.1214:57:20BY- -05'oo'
THIS AGREEMENT nAS BEEN BOTH
REVIEWED AND APPROVED
As to financial and operational obligations
And business terms.
Cassey Ogden
PRINT NAMESIGNATURE
Chief Financial Officer
TITLE
Finance
DEPARTMENT