23-2295ORDINANCE NO. 23-2295
AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING THE CITY MANAGER TO
EXECUTE AN AGREEMENT BETWEEN THE CITY OF DENTON AND THE DENTON
PARKS FOUNDATION, INC., FOR THE PAYMENT AND USE OF HOTEL TAX
REVENUE IN SUPPORT OF CINCO DE MAYO FESTIVAL, JUNETEENTH
CELEBRATION, AND DOG DAYS OF DENTON; AND PROVIDING AN EFFECTIVE
DATE
WHEREAS, TEX. TAX CODE 9351.101(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 independent
entities, for programs and activities of the type funded with revenue from the municipal hotel
occupancy tax; and
WHEREAS, the agreements and amounts have been reviewed and approved by the
Community Partnership Committee and the City Council deems use of the funds are in the public
interest; 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 Parks Foundation, 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.
second==yI: IT!"“atII:MiF{:L”:: :thdih£'=atpaY:=aiJ SpIve;::
the following vote b -A :
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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_, 2023.PASSED AND APPROVED this the IRIR day of \)eLtvn\Hy
GERARD HUDSPETH, MAYOR
ATTEST:
JESUS SALAZAR. CITY SECRETARY L\\\tIll I III/
APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
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Susan Keller mmm-’
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AGREEMENT BETWEEN THE CITY OF DENTON AND
THE DENTON PARKS FOUNDATION, INC. (PROGRAM YEAR 2024)
PROVIDING FOR THE PAYMENT AND USE OF HOTEL TAX REVENUE
THIS AGREEMENT made between the City of Denton, Texas, a municipal corporation
(the “CITY”), and the Denton Parks Foundation, Inc., a legal entity incorporated under the laws of
the State of Texas (the “FOUNDATION”).
WHEREAS, TEX. TAX CODE §351.002 authorizes the CITY to levy by ordinance a
municipal hotel occupancy tax (“hotel tax”) not exceeding seven percent (7%) of the consideration
paid by a hotel occupant; and
WHEREAS, by ordinance, the 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 §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, the FOUNDATION is well equipped to perform those activities; and
WHEREAS, TEX. TAX CODE §35 1.101 (c) authorizes the CITY to delegate by contract with
the FOUNDATION, 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, the CITY and the FOUNDATION agree, and contract as follows:
I. HOTEL TAX REVENUE PAYMENT
1.1 Consideration. For and in consideration of the activities to be performed by the
FOUNDATION under this Agreement, the CITY agrees to pay to the FOUNDATION a portion of
the hotel tax revenue collected by the CITY at the rates and in the manner specified herein (such
payments by the CITY to the FOUNDATION sometimes herein referred to as the “agreed
payments” or “hotel tax funds”).
1.2 Amount of Payments.
(a)
rneanlrlgs:
As used in this Agreement, the following terms shall have the following specific
(i) The term “hotel tax revenue” shall mean the gross monies collected and
received by the 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
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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 the CITY’s
fiscal year. It will include hotel tax revenue due to the 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 the CITY during any relevant period of time ( ie. ,
fiscal year or fiscal quarter), less: (1) attorney and auditing costs incurred during such
relevant period of time 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 the 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 1 st of each contract year.
(b) in return for satisfactory performance of the activities set forth in this Agreement
and all attachments hereto, the CITY shall pay to FOUNDATION an amount of money in each
contract year equal to the lesser amount of Three and Ninety-Five Hundredths percent (3.95%)
of the annual base payment amount, or the fixed contract amount of One Hundred Thirty-Four
Thousand Dollars ($134,000). This amount will be divided into two payments equal to 50% of
the annual fixed contract amount, unless the CITY can show with reasonable certainty that the
annual base payment amount will be less than originally estimated for the fiscal year. The final
payment will represent 50% of the fixed contract amount or the unpaid remainder of 3.95% of
the base payment amount, whichever is less. The final payment will be made after the 25th of
April 2024. If CITY’s Chief Financial Officer determines that hotel tax receipts by the CITY are
not meeting the anticipated budget projection, CITY may reduce the FOUNDATION’s current
budget at any time during the contract period. Each quarterly 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 “quarterly payments” shall mean payments by the CITY to the
FOUNDATION of those amounts specified in Section 1.2, above, as determined by the hotel tax
revenue collected.
(b) Each payment shall be paid upon receipt of the required reports and after the 25th day
of January 2023 and after the 25th of April 2023. 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. The 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 the CITY to future funding of this
program beyond the current contract period. Any future funding is solely the responsibility of the
FOUNDATION.
(b) it is expressly understood that this contract in no way obligates the General Fund or any
other monies or credits of the CITY.
(c) CITY may withhold further allocations if CITY determines that FOUNDATION’s
expenditures deviate materially from their approved budget.
II. USE OF HOTEL TAX REVENUE
2.1 Use of Funds. For and in consideration of the payment by CITY to FOUNDATION of the
agreed payments of hotel tax funds specified above, FOUNDATION agrees to use such hotel tax
funds only for (1) 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)(4). Funds for any calendar year which are unused by midnight December 31st 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.
2.2 Administrative Costs. The hotel tax funds received from the CITY by the FOUNDATION
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
FOUNDATION’s budget attached hereto as Exhibit “A“ 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 §35 1.101 (a).
2.3 Specific Restrictions on Use of Funds.
(a) That portion of total administrative costs of the FOUNDATION for which hotel tax
funds may be used shall not exceed that portion of the FOUNDATION’s administrative costs
actually incurred in conducting the activities specified in Section 2.1 above.
(b) Hotel tax funds may not be spent for travel for a person to attend an event or conduct
an activity except where such travel is directly related to the performance of the person’s job in an
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efficient and professional manner and the primary purpose of which is directly related to the
promotion of local tourism and the convention and hotel industry.
III. RECORDKEEPING AND REPORTING REQUIREBWNTS
3.1 Budget.
(a) The FOUNDATION shall adhere to the budget (Exhibit 'W’) as approved by the City
Council for each calendar year, for all operations of the FOUNDATION funded by hotel tax
revenues. In other words, the CITY may audit specifically the purpose of each individual
expenditure of hotel tax funds from the separate account relating to hotel tax funds. The CITY shall
not pay to the FOUNDATION 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) The FOUNDATION acknowledges that approval of the budget (Exhibit “A”) by the
Denton City Council creates a fiduciary duty in the FOUNDATION with respect to the hotel tax
funds paid by the CITY to the FOUNDATION under this Agreement. The FOUNDATION shall
expend hotel tax funds only in the manner and for the purposes specified in this Agreement, TEX.
TAX CODE §351.101 (a), and in the budget as approved by the CITY.
(c) Upon the application or consent of FOUNDATION, the City Manager or their
designee 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 Section 1.2(b), extend the term, or otherwise alter the performance obligations of
FOUNDATION, without approval of the City Council by ordinance.
3.2 Separate Accounts. The FOUNDATION shall maintain any hotel tax funds paid to the
FOUNDATION by the CITY in a separate account or with segregated fund accounting, such that
any reasonable person can review the source of expenditures of tax funds.
3.3 Financial Records. The FOUNDATION shall maintain complete and accurate financial
records of each expenditure of the hotel tax funds made by the FOUNDATION. These funds shall
be classified as restricted funds for audited financial purposes, and may not be used for contracted
services, including, but not limited to, auditing fees and attorney fees. Upon reasonable advance
written request of the Denton City Council, the City Manager or their designee, or any other person,
shall make such financial records available for inspection and review by the party making the
request. FOUNDATION understands and accepts that all such financial records, and any other
records relating to this Agreement shall be subject to the 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 contract quarter, FOUNDATION 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
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copy of all financial records (e.g. , copies of front 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 their designee. The FOUNDATION shall respond
promptly to any request from the City Manager of the CITY, or designate, for additional
information relating to the activities performed under this Agreement.
3.5 Notice of Meetings. The FOUNDATION shall give the City Manager of the CITY, or
their designee, reasonable advance written notice of the time and place of all meetings of
FOUNDATION’s Board of Directors, as well as any other meeting of any constituency of the
FOUNDATION at which this Agreement or any matter the subject of this Agreement shall be
considered. This provision shall not be deemed to require the FOUNDATION to give notice of any
executive session of the Executive Committee of the FOUNDATION.
IV. TERM AND TERMINATION
4.1 Term. The term of this Agreement shall commence on January 1, 2024 and terminate at
midnight on January 3 1, 2025. However, the program period shall commence on January 1, 2024,
and terminate at midnight on December 3 1, 2024. Only those expenditures authorized by Chapter
351 of the 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 giving
the other party sixty (60) days advance written notice.
(b) in the event this contract is terminated by either party pursuant to Section 4.2(a),
the CITY agrees to reimburse the FOUNDATION for any contractual obligations of the
FOUNDATION undertaken by the FOUNDATION in satisfactory performance of those
activities specified in Sections 2.1 and 2.2 above and that were approved by the Council through
the budget, as noted in Section 3.1. This reimbursement is conditioned upon such contractual
obligations having been incurred and entered into in the good faith performance of those services
contemplated in Sections 2.1 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 obligation of the CITY to reimburse the FOUNDATION or
to assume the performance of any contractual obligations of the FOUNDATION for or under any
contract entered into by the FOUNDATION as contemplated herein shall not exceed 66 2/3% of
the current quarterly payment.
(c) Further, upon termination pursuant to Section 4.2(a), the FOUNDATION will
provide the 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 between
termination 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
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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 full accounting of all
expenditures not previously audited by the City; 3) within five (5) business days of a request
from the 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. The
FOUNDATION will be obligated to return any unused funds or funds determined to be used
improperly. Any use of remaining funds by the FOUNDATION 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 Sections 2.1 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:
(a) The termination of the legal existence of the FOUNDATION;
(b) The insolvency of the FOUNDATION, the filing of a petition in bankruptcy, either
voluntarily or involuntarily, or an assignment by the FOUNDATION for the benefit of creditors;
(c) The continuation of a breach of any of the terms or conditions of this Agreement by
either the CITY or the FOUNDATION 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 the FOUNDATION 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 Section 1.3 hereof.
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 Sections 4.3 or 4.4,
FOUNDATION agrees to refund any and all unused funds, or funds determined by the CITY to
have been used improperly, within thirty (30) days after termination of this Agreement.
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V, GENERAII PROVISIONS
5.1 Subcontract for Performance of Services. Nothing in this Agreement shall prohibit, nor
be construed to prohibit, the agreement by the FOUNDATION with another private entity, person,
or organization for the performance of those services described in Section 2.1 above. In the event
that the FOUNDATION enters into any arrangement, contractual or otherwise, with such other
entity, person or organization, the FOUNDATION 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. The FOUNDATION shall operate as an independent contractor
as to all services to be performed under this Agreement and not as an officer, agent, servant, or
employee of the CITY. The FOUNDATION shall have exclusive control of its operations and
performance of services hereunder, and such persons, entities, or organizations performing the same
and the FOUNDATION shall be solely responsible for the acts and omissions of its directors,
officers, employees, agents, and subcontractors. The FOUNDATION shall not be considered a
partner or joint ventures with the CITY, nor shall the FOUNDATION be considered nor in any
manner hold itself out as an agent or official representative of the CITY.
5.3 Indemnification. THE FOUNDATION 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 FOUNDATION OF 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 PqTENTIONAL ACTS OF FOUNDATION, ITS OFFICERS,
EMPLOYEES, AGENTS, SUBCONTRACTORS, LICENSEES AND INVITEES. OR ANY
FEES, FINES OR PENALTIES ASSESSED AGAINST CITY DUE TO MISUSE OF FUNDS
BY THE FOUNDATION.
5.4 Assignment. The FOUNDATION shall not assign this Agreement without first obtaining
the written consent of the 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 FOUNDATION
City Manager
CITY OF DENTON
215 E. McKinney
Denton. TX 76201
Treasurer
DENTON PARKS FOUNDATION, INC.
PO Box 75 Denton, TX 76202
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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 the CITY and the FOUNDATION 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 the 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 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 may be 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. The FOUNDATION shall provide insurance for the term of this Agreement as
follows:
1.
2.
$ 1,000,000 Commercial General Liability, or $1,000,000 Event Insurance, covering
all events taking place on City-owned property,
$500,000 Liquor/Dram Shop Liability for any event occurring on City-owned
property where alcohol will be provided or served.
C'ITY must be named as an additional insured on all policies (except Workers’ Compensation), and
proof of coverage shall be submitted prior to any payment made to FOUNDATION by the CITY.
12th . „ December
EXECUTED this -' '" day of , 2023.
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THE CITY OF DENTON, TEXAS
DocuSlgned by:
h ffooZe#By: L El?6rnIM17nHll
SARA HENSLEY,
CITY MANAGER
DENTON PARKS FOUNDATION, INC.
.„:
Treasurer
ATTEST:
JESUS SALAZAR, CITY SECRETARY
DocuSigned by:
B y : L += S $4) 1!Ur
APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational obligations
and business terms.
SIGNATURE
Jessica Williams
PRINTED NAME
Chief Financial Officer
TiTLE
Finance
DEPARTMENT
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Exhibit A
Denton Parks Foundation
Juneteenth Celebration
Budget 2024
Art
Musicians
Photography/Video
Site Operations
Administration
Sound & Equipment
$
$
$
$
$
40,000.00
3,000.00
8,000.00
2,000.00
4,500.00
subtotal $ 57,500.00
Advertising
Radio/TV
Internet/Web/Social Media
Printed Materials
$ 3,000.00
$ 9,000.00
$ 4,500.00
subtotal $ 16,500.00
Total Budget $ 74,000.00
Dog Days of Denton
Budget 2024
Art
Musicians & Entertainers
DJ
Photography/Video
Site Operations
FencIng
Partial Administrative
Salary
$
$
$
$
$
5,000.00
1,000.00
3,000.00
16,400.00
6,000.00
$ 2,600.00
subtota I $ 34,000.00
Advertising
Print
Internet/Web/Social Media
$ 7,000.00
$ 3,000.00
subtotal $ 10,000.00
Total Budget $ 44,000.00
Cinco De Mayo
Budget 2024
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•
Art
Entertainment
Site Operations
7% Administrative fee
$ 6,000.00
$ 4,000.00
$ 1,000.00
subtota I $ 11,000.00
Advertising
Radio/TV
Internet/Web/Social Media
Printed Materials
3,000.00
1,000.00
1,000.00
su btota I $ 5,000.00
Total Budget $ 16,000.00
DPF Total HOT Funds
Budget $ 134,000.00
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•
P • P r h