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TIBH-5215-Award/Ordinance/PricingDocuSign Envelope ID: 590A73BA-AB5A-4DE2-8392-2437A89EC654 1CITY of DENTON Docusign City Council Transmittal Coversheet contract File Name Purchasing Contact City Council Target Date Granicus # Ordinance # 5215 5215 TEXAS INDUSTRIES FOR THE BLIND HANDICAPPE Robyn Forsyth October 18, 2016 DocuSign Envelope ID: 590A73BA-AB5A-4DE2-8392-2437A89EC654 IN THE STATE OF TEXAS COUNTY OF DENTON INTERLOCAL COOPERATION AGREEMENT 10/21/2016 This Interlocal Cooperation Agreement (the "Agreement") is made and entered into this _day of between The City of Denton, Texas, a political subdivision of the State of Texas (hereinafter "City") and the TIBH Industries, Inc. (TIBH), the contracted Central Nonprofit Agency for the Texas State Use Program, operating under Contract #962 -M3 -Temporary Personnel established by the State of Texas/Comptroller of Public Accounts and The Council on Purchasing from People with Disabilities. The State Use Program assists persons with disabilities in achieving maximum personal independence by engaging in useful, productive employment activities. WHEREAS, both the City and TIBH have the authority to enter into this Agreement pursuant to Chapter 122, Title 8, Section 122.017Texas Human Resources Code, and Texas Local Government Code 271.083; and WHEREAS, the City of Denton Labor project and other City Projects contemplated under this Agreement are of mutual interest and benefit to TIBH and to the City and will further the instructional and technical objectives of TIBH in a manner consistent with its status as the Central Nonprofit Agency of the Texas State Use Program; and WHEREAS, it is mutually beneficial to both parties to execute this Agreement whereby each entity can achieve common objectives relating to the health, safety, and welfare of the citizens of Texas, and in the interest of saving the City of Denton and State of Texas taxpayer funding; and NOW THEREFORE, in consideration of the mutual representations, terms and covenants hereafter set forth, the parties hereby agree as follows: 1. STATEMENT OF WORK. TIBH agrees to use its reasonable efforts to perform the Labor program described in the Statement of Work appended hereto, and any future agreed to statements of work between both parties. 2. PRINCIPAL CONTACT. The Labor Project will be administered by Good Will Services, Fort Worth, TX, or subsequent community rehabilitation program provider as identified by TIBH. 3. PERIOD OF PERFORMANCE. TIBH will conduct the Labor Project during the period of October 18, 2016 through October 18, 2019. This Agreement may be renewed annually through a written agreement executed by both parties. 4. TOTAL AMOUNT OF THE CONTRACT. The City of Denton agrees to pay TIBH, a not to exceed yearly amount of $100,000, or as agreed to in a similar payment schedule, listed below. Payment shall be for services rendered only, and authorized by a City of Denton Purchase Order. The awarding or continuation of this contract is dependent upon the availability of funding. The City's payment obligations are payable only and solely from funds Appropriated and available for this contract. The absence of Appropriated or other lawfully available funds shall render the Contract null and void to the extent funds are not Appropriated or available and any deliverables delivered but unpaid shall be returned to the Contractor. The City shall provide the Contractor written notice of the failure of the City to make an adequate Appropriation for any fiscal year to pay the amounts due under the Contract, or the reduction of any Appropriation to an amount insufficient to permit the City to pay its obligations under the Contract. In the event of none or inadequate appropriation of funds, there will be no penalty nor removal fees charged to the City. 5. PAYMENT SCHEDULE. The City shall make payments upon receipt of invoices, in accordance with the statutory provisions of Texas Government Code; Chapter 2251.The payment schedule indentified below, strictly follows a milestone performance schedule, in completion of the stated DELIVERABLES, and in the approval of invoices submitted to the City. Payment shall be made upon acceptance of invoices submitted to the City of Denton for services performed as detailed in the proposal. Invoices must be fully documented as to labor provided, and must reference the City of Denton Purchase Order number in order to be processed. No payments shall be made on invoices not listing an authorized City of Denton Purchase Order. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced amount. The City will furnish a tax exemption certificate upon request. Page 1 of 3 OGC app. 6/2006 DocuSign Envelope ID: 590A73BA-AB5A-4DE2-B392-2437A89EC654 Invoices shall be sent to the following address City of Denton, Accounts Payable Department 215 East McKinney Street Denton, TX 76201 Company Rep Name: Alma Vigil Phone: 940-349-8223 Email: accountspayable@cityofdenton.com 6. TERMINATION. This agreement may be terminated by either party, upon sixty (60) days prior written notice. 7. BREACH / OPPORTUNITY TO CURE. The parties hereto expressly covenant and agree that in the event either party is in default of its obligations herein, the party not in default shall provide to the party in default at least thirty (30) days written notice to cure said default before exercising any of its rights as provided for in this Agreement. 8. LIABILITY. The parties to this Agreement and their respective officers and employees shall not be deemed to assume any liability for the acts, omissions and negligence of the other party. 9. DISCLAIMER OF LIABILITY. TIBH MAKES NO REPRESENTATIONS AND EXTENDS NO WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED IN CONNECTION WITH THE TECHNICAL REPORTS, INVENTION DISCLOSURES OR RESEARCH DATA FURNISHED UNDER THIS AGREEMENT. THERE ARE NO EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THAT USE OF SUCH MATERIALS OR MODIFICATION OF SUCH MATERIALS WILL NOT INFRINGE ON ANY PATENT, COPYRIGHT, TRADEMARK, OR OTHER PROPRIETARY RIGHT. 10. FORCE MAJUERE. Except for the obligation for the payment of money, if either party fails to fulfill its obligations hereunder when such failure is due to an act of God, or other circumstance beyond its reasonable control, then said failure shall be excused for the duration of such event and for such a time thereafter as is reasonable to enable the parties to resume performance under this Agreement. 11. DISPUTE RESOLUTION. The City must use the dispute resolution process provided in Chapter 2260 of the Texas Government Code to attempt to resolve a dispute arising under this contract and such process is a required prerequisite to suit in accordance with Chapter 107, Texas Civil Practice and Remedies Code. The City must submit written notice of a claim of breach of contract under this chapter to TIBH Industries, Inc., 1011 East 53 '/z Street, Austin, Texas 78751. TIBH is the Central Nonprofit Agency for the Texas State Use Program, and nothing in this Agreement waives or relinquishes the right of TIBH to claim any exemptions, privileges and immunities as may be provided by law. 12. REMEDIES. This Agreement shall be construed by and governed by the laws of the State of Texas. Venue for any legal action necessary to enforce the Agreement will be in Denton County, Texas. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power or remedy hereunder shall preclude any other or further exercise thereof. 13. ENTIRE REPRESENTATION. This Agreement contains the entire agreement between the parties and supersedes any prior oral or written agreements, commitments, understandings, or communications with respect to the subject matter of the Agreement. No amendments or modification of this Agreement shall be effective unless set forth in writing executed by duly authorized representatives of each party. This Agreement shall be construed in accordance with the laws of the State of Texas. 14. WAIVER. No waiver of any provision hereof or of any right or remedy hereunder shall be effective unless in writing and signed by the party against whom such waiver is sought to be enforced. No delay in exercising, no course of dealing with respect to, of no partial exercise of any right or remedy hereunder shall constitute a waiver of any right or remedy, or future exercise thereof. 15. ASSIGNMENT. This Agreement may not be assigned in whole or in part by any of the Parties without prior written consent of the other Party. 16. SEVERABILITY. In the event that any section, paragraph, sentence, clause or provision hereof is held by a court of competent jurisdiction to be invalid, such shall not affect the remaining portions of this Agreement and the same shall remain in full force and effect. 17. AMENDMENTS. This Agreement may be amended from time to time by written amendment by both parties. (Page 2 of 3 of OGC app. 6/2006 DocuSign Envelope ID: 590A73BA-AB5A-4DE2-8392-2437A89EC654 18. NOTICE. Any notice required to be given in connection with this Agreement shall be in writing and shall be deemed effective if hand delivered, or if sent by United States certified mail, return receipt requested, postage prepaid, or if sent by private receipted courier guaranteeing same-day or next -day delivery, addressed to the respective party at its address provided below. If sent by U.S. certified mail in accordance with this Section, such notices shall be deemed given and received on the earlier of (a) actual receipt at the address of the named addressee, or (b) on the third (3rd) business day after deposit with the United States Postal Service. Notice given by any other means shall be deemed given and received only upon actual receipt at the address of the named addressee. TIBH Industries, Inc. City of Denton 1011 East 53 V2 Street 215 McKinney Street Austin, TX 78751 Denton, Texas 76201 Attn: Executive Director Attn: City Manager Telephone: 512-451-8145 Telephone: 940-349-7100 Email: informadon@tibh.org Email: purch-asing(@cityofdenton.com 19. NO THIRD PARTY BENEFICIARIES. For purposes of this Agreement, including its intended operation and effect, the parties specifically agree and contract that: (1) the Agreement only affects matters/ disputes between the parties to this Agreement, and is in no way intended by the parties to benefit or otherwise affect any third person or entity notwithstanding the fact that such third person or entity may be in contractual relationship with TIBH or the City, or both; and (2) the terms of this Agreement are not intended to release, either by contract or by operation of law, any third person or entity from obligations owed by them to either TIBH or the City. 20. CONFIDENTIALITY. During the course of the work and/or services to be provided under this agreement, TIBH may come in contract with confidential information of the City of Denton. TIBH agrees to treat as confidential the information or knowledge that become known to TIBH during performance of this agreement and not to use, copy, or disclose such information to any third party unless authorized in writing by the City of Denton. This provision does not restrict the disclosure of any information that is required to be disclosed under applicable law. TIBH shall promptly notify the City of Denton of any misuse or unauthorized disclosure of its confidential information and upon expiration of this agreement shall return to the City of Denton all confidential information in TIBH's possession or control. TIBH shall further comply with all City of Denton information security policies that may apply. 21. ENTIRETY OF AGREEMENT. This Agreement represents the entire understanding between TIBH and the City and supersedes all other negotiations, representations or agreement, written or oral, relating to this Agreement. The parties have caused this Agreement to be executed by their duly authorized representative. TIBH Industries, Inc. Docuftnod by: By- 1 ' `� V"6 93KC48F2..A.3dU_ 'I.'irle: State Sales Manager 10/11/2016 City of Denton, Texas D0ou31qt1ed by: By.�%bWot4 �LAk'�tl (' 723Fn e ri m" City Title: __- 10/21/2016 Manager Page 3 of 3 i . OGC app. 6/2006 d Certificate Of Completion Envelope Id: 590A73BAAB5A4DE2B3922437A89EC654 Subject: City Council Docusign Item - 5215 Source Envelope: Document Pages: 4 Signatures: 2 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC -08:00) Pacific Time (US & Canada) Record Tracking Status: Original 10/11/201612:14:41 PM Signer Events Robyn Forsyth robyn.forsyth@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Roxy VanLoo rvanloo@tibh.org State Sales Manager Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 9/23/2016 9:24:11 AM ID: 7d 180bd3-ab53-4bfd-a433-bf129fade21 d Julla Winkley julia.vAnkley@cityofdenton.com Contracts Administration Supervisor City of Denton Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Howard Martin howard.martin@cltyofdenton.com Interim City Manager City of Denton Security Level: Email, Account Authentication' (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Holder: Robyn Forsyth robyn.forsyth@cityofdentod.com Signature Completed Using IP Address: 129.120.6.150 Lro ' J VA14" a,orc.�« xn Hi c• Using IP Address: 72.48.136.36 Completed Using IP Address: 129.120.6.150 t76WW.4 hA Fill&. Using IP Address: 129.120.6:150 I]oc IN$CCU RE0 Status: Declined Envelope Originator: Robyn Forsyth robyn.forsyth@cityofdenton.com IP Address: 129.120.6.150 Location: DocuSign Thnesta m p Sent: 10/11/2016 12:20:47 PM Viewed: 10/11/2016 12:20:58 PM Signed: 10/11/2016 12:21:48 PM Sent: 10/11/2016 12:21:50 PM Viewed: 10/11/2016 1:16:39 PM Signed: 10/11/2016 1:26:55 PM Sent: 10/11/2016 1:26:59 PM Viewed: 10/11/2016 1:33:17 PM Signed: 10/21/2016 6:21:08 AM Sent: 10/21/2016 6:21:12 AM Viewed: 10/2112016 2:24:25 PM Signed: 10/21/2016 2:24:42 PM Signer Events Jennifer Walters jennifer.walters@cityofdenton.com City Secretary City of Denton Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events Julia Winkley julia.winkley@cityofdenton.com Contracts Administration Supervisor City of Denton Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Sherri Thurman sherri.thurman@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: John Knight john.knight@cityofdenton.com Deputy City Attorney City of Denton Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Signature Timestamp Declined Sent: 10/21/2016 2:24:43 PM Viewed: 10/24/2016 9:22:07 AM Declined: 10/24/2016 9:25:57 AM Signature Status Status Status Status Status XON IN11' COPIED Jane Richardson CO PIED jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Robin Fox cop, � PI E D Robin.fox@cityofdenton.com Security Level: Email, Account Authentication (Optional) Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 10111/2016 1:26' 56 PM Sent: 10/11/2016 1:26:56 PM Viewed: 10/11/2016 1:29:00 PM Sent: 10/11/2016 1:26:56 PM Viewed: 10/11/2016 3:52:40 PM Sent: 10/21/2016 6:21:10 AM Sent: 10/21/2016 6:21:10 AM Carbon Cony Events Status Electronic Record and Signature Disclosure: Accepted: 10/9/2015 11:39:51 AM ID:04463961-03db-4c4d-9228-d660d6146ed6 Jennifer Bridges jennifer.bridges@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Jane Richardson Jane. richardson@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Christian Garcia christian.garcia@cltyofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign ID: Misty Willis misty.willls@cltyofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered,via DocuSign ID: Notary Evant"ss Envelope Sumniary Events Status Envelope Sent Hashed/Encrypted Electronic Record and Signature Disclosure Timestamp Timestamp Timestamps 10/21/2016 2:24:44 PM Electronic Record and Signature Disclosure created on: 4/20/2015 7:25:38 AM Parties agreed to: Roxy VanLoo, Robin Fox 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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