6496 - Utility Scale Solar and/or Wind Purchase Power Agreement, 0.Addendum 4 - RED LINED REVISED Main Solicitation
Materials Management Department
901-B Texas Street
Denton, Texas 76209
REQUEST FOR PROPOSALS
RFP 6496
The City of Denton is seeking the best value solution for the:
UTILITY SCALE SOLAR AND/OR WIND PURCHASE POWER
AGREEMENT
NIGP CLASS and ITEM
958 95
Issue Date: June 22, 2017
Response due Date and Time (Central Time):
Thursday, August 3, 2017, 11:00 A.M. C.S.T
The City highly recommends that respondents do not wait until minutes before the
due date and time to email a submission.
It can take significant time for the submissions to reach the City.
City of Denton
RFP for Supply of Utility Scale Solar and/or Wind Purchase Power Agreement
RFP 6496 - Main Document Page 2 of 22
Table of Contents
1. INTRODUCTION ....................................................................................................................................................... 3
2. COMMODITY OR SERVICE DESCRIPTION ......................................................................................................... 3
3. MINIMUM QUALIFICATIONS ................................................................................................................................ 3
4. SCHEDULE OF EVENTS .......................................................................................................................................... 4
5. PRE-SUBMITTAL CONFERENCE AND WALKTHROUGH ................................................................................ 4
6. CONTRACT TERM ................................................................................................................................................... 5
7. PRICING ..................................................................................................................................................................... 5
8. ADDENDA ................................................................................................................................................................. 5
9. BUSINESS OVERVIEW ............................................................................................................................................ 5
10. EXCEPTIONS ............................................................................................................................................................ 5
11. DISCLOSURES .......................................................................................................................................................... 6
12. ACKNOWLEDGEMENT ........................................................................................................................................... 6
13. SUBMITTAL INSTRUCTIONS ................................................................................................................................ 6
a. Submission Format ...................................................................................................................................................... 7
b. Electronic Submission Requirements .......................................................................................................................... 7
14. EVALUATION PROCEDURES ................................................................................................................................ 7
15. CONTACT BETWEEN RESPONDENT AND THE CITY ....................................................................................... 9
SOLICITATION CHECKLIST ................................................................................................................................... 10
ATTACHMENT A-BUSINESS OVERVIEW QUESTIONNAIRE AND FORMS ................................................... 11
ATTACHMENT B-SUBMISSION EXCEPTIONS/CLARIFICATIONS ................................................................... 14
ATTACHMENT D-REFERENCES ............................................................................................................................ 15
ATTACHMENT E-CONFLICT OF INTEREST QUESTIONNAIRE ........................................................................ 16
ATTACHMENT F-ACKNOWLEDGEMENT ......................................................................................................... 1817
Attachment G – Confidentiality Agreement 18
Exhibit 1 Pricing Sheet
Exhibit 2 General Provisions, Standard Terms and Conditions and Appendices
City of Denton
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1. INTRODUCTION
In accordance with the provisions of Texas Local Government Code, Chapter 252 and 271, the City of
Denton (the City) is requesting submissions to contract with an individual or business with considerable
experience in providing goods or services of this solicitation. The responses and the cost solutions shall
be submitted to the City of Denton in a sealed submission.
The awarded individual or business shall possess a proven track record of using innovative
approaches to providing goods and services that represent the best value to their clients. The awarded
individual or business shall have the ability to accomplish all aspects of the requested services. The
selected individual or firm should be able to provide innovative methods to deal with municipal
challenges, and cost effective solutions.
A firm may submit a solicitation response for one or more of the categories of product or services
requested in this solicitation.
2. COMMODITY OR SERVICE DESCRIPTION
The City is seeking a term contract for a Utility Scale Solar and/or Wind Purchase Power
Agreement(s) for up to 300 MW of unit-contingent solar and/or wind energy to be purchased as
needed over the contract term. Pricing is requested in 25 MW tranches. Projects may be submitted
as a solar-only, wind-only, or wind/solar combination project. Projects should are not required to
be ITC orand PTC qualified nor have the ability to qualify for ITCs and PTCs. The facilities
must be online by December 31, 2020. The City will also accept proposals from existing solar and
wind facilities that have available capacity.
The products and services shall be accomplished per all exhibits identified in the table of contents.
3. MINIMUM QUALIFICATIONS
The following minimum requirements must be demonstrated in order for the submission to be
considered responsive to the City of Denton. Any submission received, which is determined to not
meet these mandatory requirements shall be immediately disqualified and rejected as non-responsive.
Three (3) years’ experience providing similar services.
Three (3) references from governmental entities for the products or services requested is
preferred but at least three (3) references from established wholesale market entities. The
City prefers references from municipalities or utilities of similar size.
The responding individual or business must be registered in the State of Texas, or the
County of Denton, to provide the products or services required in the solicitation, and the
individual or business must have all licensure required by the State to provide any services
required under this contact.
City of Denton
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To learn how to obtain information about filing with the State of Texas, or obtaining copies
or certificates from the Secretary of State visit Webpage:
http://www.sos.state.tx.us/corp/copies.shtml; Phone 512-463-5578; or email corpcert@sos.state.tx.us.
If the respondent will be proposing to build a new solar or wind generating facilitiesy or is
in the process of building a new facilityies to supply the energy requirements of the
potential PPA, respondent must have designed, built, installed and completed the financing
on a utility scale solar or wind projects of at least 5025 MWs within the United States.
Note: the inclusion of smaller projects aggregated together for the purposes of
meeting the 50 MW qualification hurdle is not acceptable.
Projects should be ITC and PTC qualified or have the ability to qualify for ITCs and
PTCs
Respondent must demonstrate with verifiable examples of previous experience related to
providing educational opportunities for the public including interactive, online displays
communicating energy production, greenhouse gas emission(s) and/or equivalencies, and
other project specific information. Please list past projects, locations, partnerships, and
interactive tools used.
Submittal documents including a cover sheet, Solicitation Checklist, Attachments A -F and
Exhibit 1, per the method described in SUBMITTAL INSTRUCTIONS.
4. SCHEDULE OF EVENTS
The City of Denton reserves the right to change the dates indicated below:
The City of Denton reserves the right to change the dates indicated below:
Issue Solicitation: 06/22/2017
Pre-submittal conference 07/6/2017 at 10:00 AM CST`
Deadline for Submission of Questions: 07/13/2017 at 11:00 AM CST
Deadline for Submission of Proposal/Response: 08/3/2017 at 11:00 AM CST
Target Award Date: 10/31/2017
The City of Denton is using the solicitation ‘Issue Date’ as noted in the Schedule of Events above as
the official 30 day notification requirement for an interview with a firm.
It is important to note that Denton may delay execution of the contract(s) while the Public Utilities
Commission of Texas (PUCT) is considering any proposed major market changes that could greatly
affect renewable agreements, unless the market changes can be mitigated within the contract itself.
5. PRE-SUBMITTAL CONFERENCE AND WALKTHROUGH
A non-mandatory, pre-solicitation conference will be available to interested contractors. Attendance
at the pre-solicitation conference is strongly encouraged prior to submission of a response. The
conference will be held on Thursday, July 6, 2017 at 10:00 am in the Purchasing Conference Room,
901B Texas Street, Denton, Texas 76209.
City of Denton
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Internet link to meeting location:
http://maps.google.com/maps?f=q&source=s_q&hl=en&geocode=&q=901b+Texas+Street,+Denton,+TX&aq=&sll=37.
0625,-95.677068&sspn=45.332616,107.929687&ie=UTF8&hq=&hnear=901+Texas+St,+Denton,+Texas+76209&z=16
6. CONTRACT TERM
It is the intention of the City of Denton to award a contract for a minimum of two (2) up ten (10) to
twenty (20) year period. If the City chooses the 10 (ten) year option, the City and the Awarded Contractor
shall have the option to renew this contract for an additional ten (10) year period. Respondents are also
encouraged to propose contracts for different terms if desired. Materials and services undertaken
pursuant to this solicitation will be required to commence within fourteen (14) days of delivery of a
Notice to Proceed.
The Contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall
automatically renew each term, from the date of award by City Council, unless either party notifies
the other prior to the scheduled renewal date. At the sole option of the City of Denton, the Contract
may be further extended as needed, not to exceed a total of twelve (12) months..
7. PRICING
Firm Price
Pricing and discounts submitted are firm for the initial one-year period specified in the solicitation.
Price decreases are allowed at any time. The City prefers a FIXED price in $/MWh over the entire
term of the contract with no escalation factor. Prices should be provided for delivery at both the
generator bus andand the ERCOT North Hub. In addition the City would prefer a proposal that
provides delivery directly in the 345 kV interconnection, although the City is open to proposals at
other points of interconnection. The City is also requesting a FIXED price that contains a clause that
relieves the purchaser of any obligation to receive energy at or below $0.00 ERCOT market settlement
pricing for wind proposals.proposals that relieve the purchaser from accepting energy with negative
prices as well as proposals that permit negative prices
The respondents should complete Exhibit 1 Pricing Sheet and submit it as part of the proposal.
8. ADDENDA
Respondents are required to acknowledge addenda with their submission. Respondents will be
responsible for monitoring the City of Denton Purchasing website at www.dentonpurchasing.com to
ensure they have downloaded and signed all addenda required for submission with their submission.
Respondents should acknowledge each individual addendum on Attachment F.
9. BUSINESS OVERVIEW
Respondent shall complete the Business Overview Questionnaire, Project Information Form &
Schedule Compliance Form as applicable per Attachment A.
10. EXCEPTIONS
City of Denton
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The Request for Proposal (RFP) process allows for negotiation of the terms and conditions of this
proposal. The respondent shall note any exceptions to the solicitation document, on Attachment B.
The exceptions will be reviewed to ensure they meet the minimum specifications and requirements
and will be ranked in accordance with the evaluation criteria. The City reserves the right to accept,
reject or negotiate the exceptions provided.
Respondents shall itemize all exceptions on Attachment B. Additional pages may be added as
necessary. Do not mark or change the text of the solicitation document, exceptions shall be noted
only on Attachment B.
If no exceptions are taken, the respondent shall sign and return Attachment B in the appropriate
signature block.
11. DISCLOSURES
The individual or business must disclose any business relationship that would have an effect, of a
conflict of interest. A conflict of interest statement must be signed as part of the contract negotiated
with the awardee(s). (Attachment E)
12. ACKNOWLEDGEMENT
Submit a signed acknowledgement by authorized agent of the responding firm (Attachment F).
13. SUBMITTAL INSTRUCTIONS
The City of Denton will accept electronic or hard copy submittals until the date and time on the
cover sheet of this solicitation. Any submission received after the date and/or hour set for
solicitation opening will be returned unopened.
Electronic submittals may be emailed to ebids@cityofdenton.com with the solicitation number and
name in the subject line. Please consolidate attachments as much as possible, and do not exceed 35MB
total for attachments. Emails received by the City will remain unopened until after the due date and
time. Only authorized Materials Management Staff will have access to the e-bid email inbox. Please
do not email the buyer directly to ensure security of the proposal. Electronic proposals must be
received by the City before the due date and time. The date and time used by the City shall be
the official time. It is highly recommended that respondents do not wait until minutes before
the due date and time to email their submission. It can take significant time for the email to
reach the City.
Hard copy submissions may be hand delivered (by firm or express courier) to the address listed below:
City of Denton
Materials Management
SOLICITATION NUMBER AND NAME
901B Texas Street
Denton, TX 76209
City of Denton
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The City of Denton reserves the right to accept or reject in part or in whole any submission, and to waive
technicalities of the submission, in the best interest of obtaining best value for the City.
Each respondent is responsible for taking the necessary steps to ensure their submission is received by
the date and time noted herein. The City is not responsible for missing, lost or late mail or any mail or
email delays, internal or external, that may result in the submission arriving after the set time.
a. Submission Format
Respondents shall provide detailed information to allow the City to properly evaluate the submission.
The City requests the following format be used:
1. Hard copy submissions shall be bound only utilizing a staple or binder clip. Do not submit
responses in a binder or file folder.
2. Submission shall be no more than 200 pages in length or 35 MB is file size
3. Utilize tabs to identify exhibits and attachments
4. The submission shall be in the following order:
a) Coversheet – including Solicitation number and name, firm name, address,
contact name, phone, fax, website and email address.
b) Pricing Sheet – Exhibit 1
c) Completed Solicitation Checklist
d) Attachment A- Business Questionnaire
e) Attachment B- Exception Form
f) Attachment C –Not Applicable
g) Attachment D -References
h) Attachment E -Conflict of Interest Questionnaire Form
i) Attachment F -Signed Acknowledgement form
j) Attachment G – Confidentiality Agreement
k) Appendices may be used for additional documentation or clarification at the
respondent’s option.
5. Hard Copy submittals shall include one (1) original signed by an officer authorized to bind
the firm, and three (3) copies of the completed response.
6. Submit response, before the published due date. Hard copy submittals must be in a sealed
envelope with the solicitation number and name.
b. Electronic Submission Requirements
All respondents shall submit their pricing sheet (Exhibit 1) in Microsoft Excel format for
quick tabulation of results. The electronic pricing sheet must be received regardless of the
method chosen by the proposer to submit (hard copy or electronic). If a respondent is only
submitting a hard copy, they shall provide a flash drive, containing a complete copy of the
response to this solicitation, or submit electronically to ebids@cityofdenton.com. Emails to the
City should include the RFP number and name in the subject line, consolidate attachments as
much as possible, and not exceed 35MB total. Please do not email the buyer directly to ensure
security of the proposal.
14. EVALUATION PROCEDURES
City of Denton
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Selection of a firm(s) to provide the aforementioned materials and services shall be in accordance with
the City of Denton Purchasing Policies and procedures and the State of Texas Local Government Code
252.043. The City of Denton shall open all submissions and evaluate each respondent in accordance to
the below criteria:
Step 1: The City of Denton will evaluate the submission in accordance with the selection criteria and
will rank the firms on the basis of the submittals. The City of Denton, reserves the right to
consider information obtained in addition to the data submitted in the response. The selection
criterion is listed below:
a) Location of the Projects (FACTOR: 15%).
Preference will be given to projects that are located in areas that will result in lower
congestion charges (costs incurred to route the electric energy from the generating
facilities to the Denton area), as determined by DME staff.
b) Past performance and experience on projects of this magnitude and complexity
(FACTOR 10%)
The respondent's successful experience in projects within the primary areas similar to
the scope of work requested in this SOLICITATION will be a major consideration.
Based on the past performance of both the individual project personnel and the
respondent, the City of Denton will determine if the respondent has the track record to
provide the required services in successfully administering similar projects. The
meeting of project budgets and project schedules and prior contract performance will
be items of consideration in evaluating past performance.
c) Hourly Production Profile (FACTOR: 15%).
Preference will be given to projects that have a higher overall capacity factor (ratio of
its actual output over a period of time, to its potential output if it were possible for it
to operate at full capacity indefinitely) during ERCOT On-Peak hours (0700-2200)
due to physical location of the project, chosen equipment or other factors. In
particular, the hours of 1500-1900 will be given higher priority. In order for the City
to evaluation this metric, respondents must submit an hourly production profile
for the each facility proposed with their responses. This profile should be a
minimum of 3 separate but consecutive years worth of potential solar and/or wind
production of 8,760 hours of data for each year. Data from the most recent 3 full
years of data available is preferred. TheEach yearly 8760 hourly data MUST
NOT BE AGGREGATED/AVERAGED in any way.
d) Purchased Power Agreement cost (FACTOR: 60%).
Proposals will be evaluated for the overall cost of the Project to the City of Denton as
well as the Fixed Price ($/MWh) for the PPA.
The total possible score of the submissions shall be scored and weighted as indicated above,
Step 1 items a-d. Based on the outcome of the computations performed, each submission
will be assigned a raw score. The assigned weight will then be applied to these scores to
calculate an overall score for each submission for completion of the final scoring process.
City of Denton
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Step 2: After the final ranking of the submissions and determination of Firm(s) that provide a best
value to the City and are within the competitive range, provided the City of Denton elects to
proceed without oral discussions, the City will immediately proceed to negotiate final pricing,
terms and conditions with the highest ranked Firm or Firms. The City of Denton may elect
to conduct oral discussions, request clarifications, and presentations concerning the project
approach and ability to furnish the requirements, as part of the negotiation process. The City
may elect to utilize a Best and Final negotiation phase to determine the Firm that provides the
overall best value to the City.
Step 3: Upon selection of the submission or Best and Final Offer that represents the “best value”, a
written recommendation will be presented to the appropriate approving authority for the City
of Denton (the City Manager, Public Utility Board, City Council) requesting authorization to
proceed with contract execution for the proposed services.
In accordance with Local Government Code 252.049, trade secrets and confidential information in
competitive sealed proposals are not open for public inspection. All submissions shall be opened in a
manner that avoids disclosure of the contents to competing respondents and keeps the responses secret
during negotiations. A public opening will not be conducted with this process.
After the contract has been awarded all submissions will be open for public inspection, and the
unsuccessful respondent(s) may request a debriefing regarding their submittal. Please contact the City
of Denton Materials Management staff to document the request for a debriefing. A meeting with the
City of Denton Materials Management Staff and the using Division will be scheduled within a
reasonable time.
15. CONTACT BETWEEN RESPONDENT AND THE CITY
Respondents shall direct all inquiries and communications concerning this solicitation to the Point
of Contact(s) listed below:
Rebecca Hunter, CPPB
Senior Buyer
901-B Texas Street
Denton, TX 76209
(940) 349-7100
Fax: (940) 349-7302
Rebecca.hunter@cityofdenton.com
*** Please do not email the buyer the final proposal unless requested after the due date and time
published on the coversheet. A proposal should be emailed to ebids@cityofdenton.com.
City of Denton
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SOLICITATION CHECKLIST
Check
when
Completed
Task to be Completed by Respondent
Exhibit 1 – Pricing sheet
Review Exhibit 2 – General Provisions and Terms and Conditions
Cover sheet
Solicitation number
Solicitation name
Firm name
Firm address
Contact name
Contact phone
Contact fax
Website address
Contact email address
Solicitation Checklist
Attachment A- Business Overview Questionnaire
Document how firm meets minimum qualifications (Section 3)
Detail to support evaluation criteria
Attachment B – Exception Form
Attachment C – not applicable
Attachment D – Reference Form
Attachment E – Conflict of Interest Questionnaire Form – with signature
Attachment F – Acknowledgment of Addenda
Attachment G – Confidentiality Agreement
Submission signed by authorized officer, in the order specified below
Hard Copy Submission: If submitting a hard copy, the City requires one (1) original and
three (3) copies, with the pricing sheet submitted electronically in excel or emailed in excel
to Ebids@cityofdenton.com with the Solicitation # and name in the subject line.
Electronic Submission: If submitting an electronic proposal only, email to
Ebids@cityofdenton.com with the Solicitation # and name in the subject line. The pricing
sheet (Exhibit 1) must be in excel format.
Order for
Submission Document
1 Cover Sheet
2 Pricing Sheet – Exhibit 1
3 Solicitation Checklist
4 Attachment A- Business Overview Questionnaire
5 Attachment B – Exception Form
6 Attachment C – not applicable
7 Attachment D – Reference Form
8 Attachment E – Conflict of Questionnaire Form
9 Attachment F - Acknowledgment
City of Denton
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Submit response, with tabs marking each section, in the following order:
ATTACHMENT A-BUSINESS OVERVIEW QUESTIONNAIRE AND FORMS
1. Contract Information (for formal contracting purposes):
The following information will be used to write a contract, should your firm be selected for award.
Firm’s Legal Name:
Address:
Agent Authorized to sign contract (Name):
Agent’s email address:
2. Subsidiary of:
3. Organization Class (circle):
Partnership Corporation Individual Association
4. Tax Payer ID#:
5. Date Established:
6. Historically Underutilized Business: Yes or No
7. Does your company have an established physical presence in the State of Texas, or the City of
Denton? Yes or No, in which?
8. Please provide a detailed listing of all products and/or services that your company provides.
9. Has your company filed or been named in any litigation involving your company and the Owner on
a contract within the last five years under your current company name or any other company name?
If so provide details of the issues and resolution if available. Include lawsuits where Owner was
involved. (Notice: Failure to disclose this information during proposal submission, and later
discovered, may result in contract termination at the Owner’s option.)
10 Attachment G – Confidentiality Agreement
City of Denton
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10. Have you ever defaulted on or failed to complete a contract under your current company name or
any other company name? If so, where and why? Give name and telephone number of Owner.
11. Have you ever had a contract terminated by the Owner? If so, where and why? Give name and
telephone number (s) of Owner (s).
12. Has your company implemented an Employee Health and Safety Program compliant with 29 CFR
1910 “General Industry Standards” and/or 29 CFR 1926 “General Construction Standards” as they
apply to your Company’s customary activities?
http://www.osha.gov/pls/oshaweb/owasrch.search_form?p_doc_type=STANDARDS&p_toc
_level=1&p_keyvalue=1926
13. Resident/Non-Resident Bidder Determination:
Texas Government Code Section 2252.002: Non-resident bidders. Texas law prohibits cities and
other governmental units from awarding contracts to a non-resident firm unless the amount of such
a bid is lower than the lowest bid by a Texas resident by the amount the Texas resident would be
required to underbid in the non-resident bidders’ state. In order to make this determination, please
provide the name, address and phone number of:
a. Responding firms principle place of business:
b. Company’s majority owner principle place of business:
c. Ultimate Parent Company’s principle place of business:
City of Denton
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14. Provide details to support the evaluation criteria, including experience and delivery.
15. Provide details on how firm meets the minimum qualifications stated in this Main document
Section 3.
a. The details must be completed on this form, and shall not point to another document in the
respondent’s proposal.
b. Sign below and return form with final submission.
I certify that our firm meets the minimum qualifications as stated in this Main document, Section 3.
_______________________ _____________________ _____________________
Signature Company Date
City of Denton
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ATTACHMENT B-SUBMISSION EXCEPTIONS/CLARIFICATIONS
Any exceptions or clarifications taken to this solicitation (including terms and conditions in
Exhibit 2, the General Provisions and Terms and Conditions) must be itemized on the lines
below. Additional pages may be added as needed. If there are no exceptions or clarifications,
please sign where indicated at the bottom of the page.
Item # Description
_________ __________________________________________________________________________________
_________ __________________________________________________________________________________
_________ __________________________________________________________________________________
_________ __________________________________________________________________________________
_________ __________________________________________________________________________________
_________ __________________________________________________________________________________
_________ __________________________________________________________________________________
_________ __________________________________________________________________________________
_________ __________________________________________________________________________________
_________ __________________________________________________________________________________
_________ __________________________________________________________________________________
_________ __________________________________________________________________________________
_________ __________________________________________________________________________________
The above exceptions and clarifications (and any additional pages identified) are the ONLY
exceptions/clarifications to the specifications, General Provisions and Terms and Conditions in
Exhibit 2, and sample contract to this solicitation. I understand that the City may not accept additional
exceptions produced after final submission of this proposal.
_______________________ _____________________ _____________________
Signature Company Date
No Exceptions are taken to this solicitation or the General Provisions and Terms
and Conditions in Exhibit 2.
_______________________ _____________________ _____________________
Signature Company Date
City of Denton
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ATTACHMENT D-REFERENCES
Please list three (3) Government references, other than the City of Denton, who can verify the quality of service
your company provides. The City prefers customers of similar size and scope of work to this solicitation.
REFERENCE ONE
GOVERNMENT/COMPANY NAME:
LOCATION:
CONTACT PERSON AND TITLE:
TELEPHONE NUMBER:
SCOPE OF WORK:
CONTRACT PERIOD:
REFERENCE TWO
GOVERNMENT/COMPANY NAME:
LOCATION:
CONTACT PERSON AND TITLE:
TELEPHONE NUMBER:
SCOPE OF WORK:
CONTRACT PERIOD:
REFERENCE THREE
GOVERNMENT/COMPANY NAME:
LOCATION:
CONTACT PERSON AND TITLE:
TELEPHONE NUMBER:
SCOPE OF WORK:
CONTRACT PERIOD:
City of Denton
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ATTACHMENT E-CONFLICT OF INTEREST QUESTIONNAIRE
CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ
For vendor or other person doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session.
This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as
defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after
the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a
misdemeanor.
1 Name of vendor who has a business relationship with local governmental entity.
2
Check this box if you are filing an update to a previously filed questionnaire.
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the
date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.)
3 Name of local government officer about whom the information in this section is being disclosed.
Name of Officer
This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business
relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary.
A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor?
Yes No
B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer
named in this section AND the taxable income is not received from the local governmental entity?
Yes No
C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an
officer or director, or holds an ownership of one percent or more?
Yes No
D. Describe each employment or business and family relationship with the local government officer named in this section.
4
I have no Conflict of Interest to disclose.
5
City of Denton
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Signature of vendor doing business with the governmental entity Date
City of Denton
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ATTACHMENT F-ACKNOWLEDGEMENT
The undersigned agrees this submission becomes the property of the City of Denton after the official opening.
The undersigned affirms he has familiarized himself with the specification, drawings, exhibits and other documents; the
local conditions under which the work is to be performed; satisfied himself of the conditions of delivery, handling and
storage of materials and equipment; and all other matters that will be required for the work before submitting a response.
The undersigned agrees, if this submission is accepted, to furnish any and all items/services upon which prices are offered,
at the price(s) and upon the terms and conditions contained in the specification. The period for acceptance of this
submission will be 120 calendar days unless a different period is noted.
The undersigned affirms that they are duly authorized to execute this contract, that this submission has not been prepared
in collusion with any other respondent, nor any employee of the City of Denton, and that the contents of this submission
have not been communicated to any other respondent or to any employee of the City of Denton prior to the acceptance of
this submission.
Respondent hereby assigns to the City any and all claims for overcharges associated with this contract which arise under
the antitrust laws of the United States, 15 USCA Section 1 et seq., and which arise under the antitrust laws of the State of
Texas, Tex. Bus. & Com. Code, Section 15.01, et seq.
The undersigned affirms that they have read and do understand the specifications, all exhibits and attachments contained
in this solicitation package.
The undersigned agrees that the solicitation package posted on the website are the official specifications and shall not alter
the electronic copy of the specifications and/or pricing sheet (Exhibit 1), without clearly identifying changes.
The undersigned understands they will be responsible for monitoring the City of Denton Purchasing Website at:
http://www.cityofdenton.com/index.aspx?page=397 to ensure they have downloaded and signed all addendum(s) required
for submission with their response.
I certify that I have made no willful misrepresentations in this submission, nor have I withheld information in my statements
and answers to questions. I am aware that the information given by me in this submission will be investigated, with my
full permission, and that any misrepresentations or omissions may cause my submission to be rejected.
Acknowledge receipt of following addenda to the solicitation:
Addendum No 1 Dated _______________________ Received _________________
Addendum No 2 Dated _______________________ Received _________________
Addendum No 3 Dated _______________________ Received _________________
NAME AND ADDRESS OF COMPANY: AUTHORIZED REPRESENTATIVE:
___________________________________ Signature
___________________________________ Date
___________________________________ Name
___________________________________ Title ___________________________
Tel. No. ____________________________ Fax No. ________________________
Email. _____________________________
ATTACHMENT G - CONFIDENTIALITY AGREEMENT
City of Denton
RFP for Supply of Utility Scale Solar and/or Wind Purchase Power Agreement
RFP 6496 - Main Document Page 19 of 22
THIS CONFIDENTIALITY AGREEMENT (this “Agreement”), dated as of [Date], is by and between [Insert
Company Name], and the City of Denton, a Texas municipal corporation (“City of Denton”). [Insert Company Name]
and the City of Denton are collectively referred to herein as the “Parties” and individually as a “Party.”
WHEREAS, the Parties have recently had discussions or desire to enter into discussions concerning a Power
Purchase Agreement that may involve Denton Municipal Electric in Denton, Texas (the “Project”), and as a result, it is
deemed desirable by each Party to disclose certain information to the other Party;
WHEREAS, it is a condition to the disclosure of such information that the Parties enter into this Agreement to
evidence the Parties' undertakings and agreement with respect to the treatment as confidential, and the control and use of,
information that may be furnished to the Parties; and
NOW, THEREFORE, in consideration of the foregoing premises, the mutual covenants contained herein and
other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Parties hereby
agree as follows:
1. Defined Terms. As used in this Agreement each of the following terms shall have the meaning assigned
to such term as set forth below:
1.1. “Affiliate” means any Person that directly or indirectly (through one or more intermediaries)
controls or is controlled by or is under common control with the relevant Person specified herein.
1.2. “Confidential Information” means (a) all information, whether of a business, technical,
engineering, economic or other nature and regardless of the form in which it is communicated or maintained, relating to a
Party (the “Disclosing Party”), its Affiliates and/or the Project that is provided to the other Party (the “Receiving Party”)
or any of its Representatives by the Disclosing Party or any of its Representatives, (b) all sketches, drawings, reports,
analysis, compilations, studies and notes containing or reflecting Confidential Information, regardless of who prepares
such materials, (c) the fact that the Confidential Information has been made available to or is being inspected or evaluated
by the Receiving Party, and (d) the fact that such discussions and negotiations are taking place concerning the Project or
other related transactions between the Parties, except that Confidential Information shall not include:
(i) information that was already in the Receiving Party's or its Affiliates' possession on a non-
confidential basis prior to disclosure hereunder;
(ii) information which prior to disclosure was already in the public domain, or which after
disclosure entered the public domain other than by a breach of this Agreement by the
Receiving Party or any of its Representatives; and
(iii) information which was received from a third party which the Receiving Party reasonably
believes was not and is not violating an obligation of confidentiality to the Disclosing Party or
its Affiliates; provided that use or disclosure by the Receiving Party of information which the
Receiving Party obtains in the manner described by this Section 1.2(iii) does not violate any
of the terms under which it was disclosed by said third party.
1.3. “Person” means any natural person, corporation, company, partnership, limited liability
company, joint venture, trust, organization, association, sole proprietorship or other entity.
1.4. “Representatives” shall mean, with respect to either Party hereto, such Party’s affiliates,
officers, directors, partners, members, employees, agents, trustees, potential and existing lenders, potential and existing
investors, potential and existing equity providers, security holders, others providing financing or refinancing and the
consultants and advisors (including, without limitation, financial advisors, counsel and accountants, and each of their
respective advisors) of such Party.
2. Restrictions on Disclosure and Use of Confidential Information.
City of Denton
RFP for Supply of Utility Scale Solar and/or Wind Purchase Power Agreement
RFP 6496 - Main Document Page 20 of 22
2.1. The Receiving Party agrees to, and to cause its Representatives to, treat all Confidential
Information as confidential and secret and comply with the terms and conditions contained herein. The Receiving Party
shall not, and shall not permit its Representatives to, disclose Confidential Information to any Person (except as set forth
in this Section 2), without the prior written consent of the Disclosing Party.
2.2. Without the prior written consent of the Disclosing Party, the Receiving Party shall not, and
shall not permit its Representatives to, make any use whatsoever of the Confidential Information other than as may be
necessary for the purpose referenced above in connection with the Project.
2.3. Except as set forth in Section 2.4, the Receiving Party shall only disclose Confidential
Information to those of its Representatives, or other Persons that are concerned with the Project and whose knowledge of
such Confidential Information is necessary or advisable for such purpose. Each such Person receiving Confidential
Information from the Receiving Party shall have the same obligations with respect to such Confidential Information as the
Receiving Party hereunder, and the Receiving Party shall so instruct each such Person receiving Confidential Information
and shall use all reasonable efforts to prevent and prosecute unauthorized use or disclosure of Confidential Information by
such Persons. The Receiving Party shall be liable to the Disclosing Party for any breach of such obligations by any such
Persons.
2.4. If the Receiving Party or any of its Representatives is requested or required (by deposition,
interrogatories, requests for information or documents in legal proceedings, subpoenas or similar process) in connection
with any proceeding to disclose or otherwise becomes legally compelled to disclose any Confidential Information, the
Receiving Party shall provide the Disclosing Party with prompt written notice and reasonable assistance (subject to
reimbursement by the Disclosing Party of all reasonable and out of pocket expenses incurred by the Receiving Party in
providing such assistance) so as to enable the Disclosing Party to seek a protective order or other appropriate remedy or
waive compliance with this Agreement. If such a protective order or other remedy is not obtained, or if the Disclosing
Party waives compliance with this Agreement, the Receiving Party (or such other Persons to whom such request is
directed) may disclose Confidential Information, but only such Confidential Information as it is legally required to disclose
to avoid contempt or other penalty in the reasonable opinion of counsel to the Receiving Party, and shall exercise
reasonable efforts to obtain reliable assurance that confidential treatment will be accorded such Confidential Information
disclosed.
3. Safekeeping and Return of Confidential Information.
3.1. The Receiving Party shall take all reasonable steps to prevent the unauthorized use, distribution
or reproduction of all copies of written materials relating to or containing any part of Confidential Information, including
all sketches, drawings, reports, analysis, compilations, studies and notes, and all copies, reproductions, reprints and
translations thereof. The Receiving Party shall not, and shall not permit its Representatives to, directly or indirectly,
duplicate or otherwise reproduce, in whole or in part, such Confidential Information in any manner inconsistent with the
terms hereof.
3.2. The Receiving Party shall return to the Disclosing Party, within ten (10) days after receipt of
such a request by the Disclosing Party, all materials containing or reflecting Confidential Information that are in the
possession of the Receiving Party and its Representatives, without retaining copies. Notwithstanding the foregoing,
Receiving Party may retain such materials to the extent required by applicable law in the reasonable opinion of counsel to
the Receiving Party and may also retain reports, analysis, compilations, studies, notes or other documents or records
prepared by the Receiving Party which contain or otherwise reflect or are generated from Confidential Information,
provided, however, Receiving Party shall keep all such copies confidential in accordance with this Agreement and such
obligation shall survive the termination of this Agreement. Notwithstanding the return of such materials, the Receiving
Party and its Representatives shall continue to be bound by the obligations of confidentiality and other obligations
hereunder.
City of Denton
RFP for Supply of Utility Scale Solar and/or Wind Purchase Power Agreement
RFP 6496 - Main Document Page 21 of 22
4. Notice. All notices, requests, consents, waivers and other communications required, permitted or
desired to be given hereunder or by law to be served upon or given to a Party by any other Party shall be deemed duly
served and given when received after being delivered by hand, courier or facsimile or sent by registered or certified mail,
return receipt requested, postage prepaid, addressed as follows:
If to [Insert Company Name]:
[Address]
Attention:
Phone:
Fax:
If to City of Denton:
1659 Spencer Road
Denton, TX 76205
Attention: Mike GrimExecutive Manager Power
Supply
Telephone: (940) 349-7179565
Fax: (940) 349-7334569
Each Party may change its address for the purpose of this section by giving written notice of such change to the other Party
in the manner provided in this section.
5. Term. This Agreement and the obligations of confidentiality undertaken hereby shall remain in full
force and effect for a period from the date of this Agreement until the end of two (2) years after the date of this Agreement.
6. No Waiver; Amendments. No failure or delay by the Disclosing Party in exercising any right, power
or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other
or further exercise thereof or the exercise of any right, power or privilege hereunder. Any modification of andor
amendment to this Agreement and any waiver of any provision of this Agreement must be in writing signed by the Parties.
7. Governing Law. This Agreement shall be governed by and construed and enforced in accordance with
the laws of the State of Texas without reference to the conflict of laws or principles thereof.
8. Severability. If any provision of this Agreement is held to be illegal, invalid or unenforceable under
present or future laws, such provision shall be fully severable and this Agreement shall be construed and enforced as if
such illegal, invalid or unenforceable provision had never comprised a part of this Agreement, and the remaining provisions
of this Agreement shall remain in full force and effect and shall not be affected by the illegal, invalid or unenforceable
provision or by its severance from this Agreement. Furthermore, in lieu of such illegal, invalid or unenforceable provision,
there shall be added automatically as a part of this Agreement a provision as similar in its terms to such illegal, invalid or
unenforceable provision as may be possible and be legal, valid and enforceable.
9. Remedies. It is agreed that each Party shall be entitled to relief both at law and in equity, including, but
not limited to injunctive relief and specific performance, in the event of any breach or anticipated breach of this Agreement,
without proof of any actual or special damages. The Receiving Party agrees to pay the costs and expenses (including
reasonable attorneys' fees and expenses) incurred by the Disclosing Party and its Affiliates in successfully enforcing any
of the terms of this Agreement or proving that the Receiving Party or any of its Representatives breached any of the terms
of this Agreement.
10. Successors and Assigns. Neither Party may assign this Agreement nor any of its rights hereunder except
with the prior written consent of the other Party and except that either Party may, without the consent of the other Party,
assign this Agreement and the rights hereunder to any of its Affiliates that own an interest in the Project. This Agreement
shall be binding upon and inure to the benefit of the successors and permitted assigns of the Parties.
11. No Obligation or Joint Venture. The Parties agree that unless and until a definitive agreement has been
executed and delivered, no contract or agreement providing for a business relationship between the Parties shall be deemed
to exist between the Parties, and neither Party will be under any legal obligation of any kind whatsoever with respect to
such relationship by virtue of this Agreement or any written or oral expression thereof, except, in the case of this
Agreement, for the matters specifically agreed to herein. For purposes of this Agreement, the term “definitive agreement”
does not include an executed letter of intent or any other preliminary written agreement or offer, unless specifically so
designated in writing and executed by both Parties. This Agreement does not obligate either Party to deal exclusively with
the other Party.
City of Denton
RFP for Supply of Utility Scale Solar and/or Wind Purchase Power Agreement
RFP 6496 - Main Document Page 22 of 22
12. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed
an original, and all of which together shall constitute one and the same instrument. Any executed counterpart transmitted
by facsimile or similar transmission by any Party shall be deemed an original and shall be binding upon such Party.
13. No Warranty. The Parties hereby acknowledge that neither Party, nor any of its representatives, agents,
affiliates or assigns makes any representations or warranties whatsoever concerning the accuracy, completeness or
correctness of the Confidential Information supplied hereunder, nor must such representation or warranty be implied.
14. Entire Agreement. This Agreement represents the entire agreement between the Parties with respect to
the subject matter hereof and supersedes all prior agreements, whether oral or written.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.
[INSERT COMPANY NAME]
By:
Name:
Title:
CITY OF DENTON
By:
Name: Michael S. Grim
Title: Executive Manager
This document and any attachments thereto may contain information that is confidential, commercially-
sensitive, proprietary, and/or public power utility competitive and financial information in accordance with
the provisions of Texas Government Code, Section 552.101, 552.104, 552.110 and/or 552.133, and may be
protected from required public disclosure.