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6795 - Original Contract Executed Docusign City Manager Approval Transmittal Coversheet File Name Purchasing Contact Contract Value Piggy Back Option Contract Expiration DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184            EXHIBIT 1          Revised 6/17 Request for City Manager Approval of Purchase DATE: April 13, 2018 Questions concerning this acquisition may be directed DEPARTMENT: Materials Management to Ethan Cox 940 349-7421. ACM: Bryan Langley SUBJECT Approve an agreement with Luminant Energy for the purchase of natural gas for use in the Solid Waste department¶V&1*IXHOSXPSVLQDQRWWRH[FHHGDPRXnt of $50,000. (File 6795) FILE INFORMATION In 2016 the Public Utilities Board (PUB) and City Council approved a design build contract with Zeit Energy LLC for the construction of a Compressed Natural Gas (CNG) fueling station at 1251 South Mayhill Road. Beginning in July 2017, the PUB and Council received a series of UHSRUWV UHJDUGLQJ WKH VWDWXV RI 6ROLG :DVWH¶V &1* IOHHW DQG WKH FRVWV DVVRFLDWHG ZLWK WKH GHSDUWPHQW¶VDGRSWLRQRIWKLVIXHOSODWIRUP$WWKHFRQFOXVLRQRIWKHVHGLVFXVVLRQVERWK38% and Council directed staff to proceed with the construction of the CNG fueling station. Construction of the CNG fueling station is complete, and a gas transportation agreement with Atmos Pipeline was approved by Council on February 20, 2018. To supply natural gas to the station, staff is recommending approval of the attached natural gas purchase agreement with Luminant Energy. Staff requested and received proposals from 5 firms for the purchase of natural gas. %HFDXVHRIWKHGHSDUWPHQW¶VUHODWLYHO\ORZYROXPH demands, we elected to accept /XPLQDQW¶V IL[HG SULFH SURSRVDO LQ RUGHU WR DYRLG WKH VWDII WLPH UHTXLUHG WR PRQLWRU WKH commodity market. The purchase prices for gas under this agreement is $2.60 per MMBtu, or $0.33 per diesel gallon equivalent (DGE). When combined with the costs associated with gas transportation, staff estimates total per gallon costs to range from $0.45 to $0.65 based on historical market prices. Using these assumptions, staff projects annual fuel savings to be over $400,000 when coPSDUHG WR WKH GHSDUWPHQW¶V current CNG fueling agreement. RECOMMENDATION Staff recommends an agreement between the City of Denton and Luminant Energy. BASIS FOR SELECTION Solid Waste requested proposals from Luminant Energy, General Land Office, Fowler Energy, Constellation, and Center Point Energy. Of those firms, /XPLQDQW(QHUJ\¶V proposal provides staff with a short term fixed price solution. Staff will evaluate the financial impact of this approach over the next six (6) months before recommending an annual agreement for FY 2018- 19. DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184          Revised 6/17 PRINCIPAL PLACE OF BUSINESS Luminant Energy 1601 Bryan Street Dallas, TX 75201 ESTIMATED SCHEDULE OF PROJECT Project Start ± April 12, 2018 CONTRACT ADMINISTRATOR Ethan Cox, Director of Solid Waste FISCAL INFORMATION JDE account ± 660800.7842 Exhibit 1: Agreement & Proposal Exhibit 2: Evaluation Sheet Exhibit 3: Limited Agency Authorization Requested by: Ethan Cox, 349-7421 Requisition# 138209 Respectfully submitted: Purchasing Expenditure Approved: __________________________ City Manager or Designate __________________________ Date DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184            DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184                 DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184          DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184          DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184          DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184          DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184          DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184          DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184          DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184          DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184          EXHIBIT "A" TO CITY OF DENTON MASTER AGREEMENT DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184               DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184  !             Exhibit#2 Natural Gas Supply Evaluation Sheet 7.8 Constellation WAHA Pricing Adder Price Per MMBTU Price Per Gallon Transportation Cost Total Cost Per Gallon December 2018' 2.47$ 0.56$ 3.03$ 0.39$ 0.16$ 0.55$ January 2018' 2.33$ 0.56$ 2.89$ 0.37$ 0.16$ 0.62$ General Land Office WAHA Pricing Adder Price Per MMBTU Price Per Gallon Transportation Cost Total Cost Per Gallon December 2018' 2.47$ 0.50$ 2.97$ 0.38$ 0.16$ 0.63$ January 2018' 2.33$ 0.50$ 2.83$ 0.36$ 0.16$ 0.61$ CenterPoint Energy Services NYMEX Discount Price Per MMBTU Price Per Gallon Transportation Cost Total Cost Per Gallon Dec 2017' 3.07$ -0.42 2.65$ 0.34$ 0.16$ 0.59$ Nov 2017' 2.75$ -0.42 2.33$ 0.30$ 0.16$ 0.55$ Oct 2017' 2.97$ -0.42 2.55$ 0.33$ 0.16$ 0.58$ Sept 2017' 2.97$ -0.42 2.55$ 0.33$ 0.16$ 0.58$ Aug 2017' 2.97$ -0.42 2.55$ 0.33$ 0.16$ 0.58$ July 2017' 3.07$ -0.42 2.65$ 0.34$ 0.16$ 0.59$ June 2017' 3.24$ -0.42 2.82$ 0.36$ 0.16$ 0.61$ May 2017' 3.14$ -0.42 2.72$ 0.35$ 0.16$ 0.60$ Apr 2017' 3.18$ -0.42 2.76$ 0.35$ 0.16$ 0.60$ Mar 2017' 2.63$ -0.42 2.21$ 0.28$ 0.16$ 0.53$ Feb 2017' 3.39$ -0.42 2.97$ 0.38$ 0.16$ 0.63$ Jan 2017' 3.93$ -0.42 3.51$ 0.45$ 0.16$ 0.70$ Luminant Option #1 Fixed Price Discount Price Per MMBTU Price Per Gallon Transportation Cost Total Cost Per Gallon Jan 18' 2.64$ 0.34$ 0.16$ 0.59$ Feb 18' 2.64$ 0.34$ 0.16$ 0.59$ Mar 18' 2.64$ 0.34$ 0.16$ 0.59$ Apr 18' 2.64$ 0.34$ 0.16$ 0.59$ May 18' 2.64$ 0.34$ 0.16$ 0.59$ June 18' 2.64$ 0.34$ 0.16$ 0.59$ July 18' 2.64$ 0.34$ 0.16$ 0.59$ Aug 18' 2.64$ 0.34$ 0.16$ 0.59$ Sept 18' 2.64$ 0.34$ 0.16$ 0.59$ Oct 18' 2.64$ 0.34$ 0.16$ 0.59$ Nov 18' 2.64$ 0.34$ 0.16$ 0.59$ Dec 18' 2.64$ 0.34$ 0.16$ 0.59$ Option #2 NYMEX Discount Price Per MMBTU Price Per Gallon Transportation Cost Total Cost Per Gallon Dec 2017' 3.07$ -0.38 2.69$ 0.34$ 0.16$ 0.59$ Nov 2017' 2.75$ -0.38 2.37$ 0.30$ 0.16$ 0.55$ Oct 2017' 2.97$ -0.38 2.59$ 0.33$ 0.16$ 0.58$ Sept 2017' 2.97$ -0.38 2.59$ 0.33$ 0.16$ 0.58$ Aug 2017' 2.97$ -0.38 2.59$ 0.33$ 0.16$ 0.58$ July 2017' 3.07$ -0.38 2.69$ 0.34$ 0.16$ 0.59$ June 2017' 3.24$ -0.38 2.86$ 0.37$ 0.16$ 0.62$ May 2017' 3.14$ -0.38 2.76$ 0.35$ 0.16$ 0.60$ Apr 2017' 3.18$ -0.38 2.80$ 0.36$ 0.16$ 0.61$ Mar 2017' 2.63$ -0.38 2.25$ 0.29$ 0.16$ 0.54$ Feb 2017' 3.39$ -0.38 3.01$ 0.39$ 0.16$ 0.64$ Jan 2017' 3.93$ -0.38 3.55$ 0.46$ 0.16$ 0.71$           City Manager’s Office 215 E. McKinney St., Denton, TX 76201 y (940) 349-8307 OUR CORE VALUES Integrity y Fiscal Responsibility y Transparency y Outstanding Customer Service ADA/EOE/ADEA www.cityofdenton.com TDD (800) 735-2989 4/13/2018 Atmos Energy Corporation P.O. Box 223705 Dallas, TX 75222-3705 Attn: Industrial Contract Administration Re: Limited Agency Authorization Ladies and Gentlemen: Please be advised that the City of Denton, Texas, a Texas home-rule municipal corporation (Customer), hereby appoints Luminant Energy Company LLC (Agent) as its limited agent with authority to act on its behalf in regards to the following functions effective the first day of ____April______ , 2018. 1. Agent is hereby authorized to obtain any information which Atmos Energy Corporation (Atmos Energy) would otherwise release to Customer, which includes, but is not necessarily limited to, all transportation rates of Customer, all information concerning historic gas transportation of Customer, all available tax rate information with respect to the transportation of natural gas to or for Customer, and any other information or documents in the possession of Atmos Energy which pertain to Customer’s transportation of natural gas via Atmos Energy. Said authorization expressly excludes pricing-related information of any other third party supplier of Customer. 2. Agent is authorized to make nominations of natural gas volumes on Customer’s behalf in accordance with Customer’s transportation agreement(s) with Atmos Energy. Such nominations will be based upon Customer’s historical usage and/or written or verbal instructions received by Agent directly from Customer. 3. Agent may have access to the most timely information possible with respect to Customer’s daily and monthly usage and/or transportation volumes, provided, however, Customer and Agent recognize that it is Customer’s responsibility to maintain a balance between receipts and deliveries, which includes the responsibility to know the amount of gas that is consumed at Customer’s facility and the amount of gas that is delivered to Atmos Energy’s system on Customer’s behalf. Atmos Energy provides certain volume information as a customer service; however, unavailability or changes to such information will not constitute a waiver of imbalance penalties or fees.           2 4. Customer and Agent recognize that this agency agreement does not relieve Customer of its responsibilities pursuant to its transportation agreement(s). Any imbalances created by Agent on Customer’s transportation agreement(s) shall be Customer’s responsibility to correct. Moreover, if any transportation imbalances are resolved through Agent’s pooling agreement with Atmos Energy and Agent fails or refuses to satisfy its imbalance obligations under such pooling agreement, then Customer will be responsible for its pro rata share of the quantity of Agent’s imbalance, based on the quantity of gas transported to Customer during the applicable period in which the imbalance was incurred and the total quantity of gas transported under Agent’s pooling agreement with Atmos Energy during such period. In such event, it will be deemed that Customer has incurred an imbalance equivalent to such pro rata quantity, and Customer will be responsible to resolve such imbalance in accordance with Customer’s transportation agreement(s). This Limited Agency Authorization shall become effective from the date written above and shall remain in full force and effect until terminated by Customer or Agent upon ten (10) days' prior written notice; provided that Atmos Energy will have the right to reject this Limited Agency Authorization at any time in the event that Atmos Energy, in its reasonable discretion, determine that Agent will not be capable of fulfilling all of its agency obligations hereunder. Notice information for said parties is set forth below: Agent Customer Luminant Energy Company LLC City of Denton, Texas 6555 Sierra Drive 215 E. McKinney St. Irving, TX 75039 Denton, TX 76201 Attn: Rick Bradley Attn: City Manager Phone: 214-875-9730 Phone: 940-349-8307 Fax: 214-875-9050 Fax: 940-349-8596 Sincerely, City of Denton, Texas Todd Hileman, City Manager DocuSign Envelope ID: AF95CC68-C131-4053-B7D7-5771BEE37184          Certificate Of Completion Envelope Id: AF95CC68C1314053B7D75771BEE37184 Status: Sent Subject: ****City Manager Approval ******Docusign Item 6795 Luminant Agreement for Natural Gas Supply Source Envelope: Document Pages: 18 Signatures: 6 Envelope Originator: Certificate Pages: 5 Initials: 1 Rebecca Hunter AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 901B Texas Street Denton, TX 76209 rebecca.hunter@cityofdenton.com IP Address: 129.120.6.150 Record Tracking Status: Original 4/13/2018 6:54:32 AM Holder: Rebecca Hunter rebecca.hunter@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Rebecca Hunter rebecca.hunter@cityofdenton.com Assistant Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 129.120.6.150 Sent: 4/13/2018 9:04:20 AM Viewed: 4/13/2018 9:04:34 AM Signed: 4/13/2018 9:05:44 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Karen E. Smith karen.smith@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Using IP Address: 129.120.6.150 Sent: 4/13/2018 9:05:47 AM Viewed: 4/13/2018 9:09:03 AM Signed: 4/13/2018 9:09:44 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd Hileman todd.hileman@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) Using IP Address: 75.171.0.92 Sent: 4/13/2018 9:09:48 AM Viewed: 4/13/2018 10:03:40 AM Signed: 4/13/2018 10:04:01 AM Electronic Record and Signature Disclosure: Accepted: 7/25/2017 9:02:14 AM ID: 57619fbf-2aec-4b1f-805d-6bd7d9966f21 Jennifer Walters jennifer.walters@cityofdenton.com City Secretary City of Denton Security Level: Email, Account Authentication (None) Using IP Address: 129.120.6.150 Sent: 4/13/2018 10:04:03 AM Resent: 4/17/2018 6:34:34 AM Viewed: 4/16/2018 9:54:11 AM Signed: 4/17/2018 9:09:17 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign           Signer Events Signature Timestamp Rebecca Hunter rebecca.hunter@cityofdenton.com Assistant Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 129.120.6.150 Sent: 4/16/2018 11:13:23 AM Viewed: 4/16/2018 11:13:40 AM Signed: 4/16/2018 11:13:50 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Claudia Morrow claudia.morrow@luminant.com Security Level: Email, Account Authentication (None) Sent: 4/17/2018 9:09:21 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jennifer Bridges jennifer.bridges@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Nick Vincent nicolas.vincent@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 4/17/2018 9:09:21 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure           ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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