7374 - Interlocal Agreement Executed
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INTERLOCAL AGREEMENT
BETWEEN THE CITY OF DENTON AND THE TOWN OF LITTLE ELM
FOR PUBLIC SAFETY EMERGENCY DISPATCH/9-1-1 CENTER SUPPORT SERVICES
THIS AGREEMENT (this “Agreement”) is made and entered into by and between the City of Denton, a
Texas home-rule municipal corporation (“Denton”) and the Town of Little Elm, a Texas home-rule
municipal corporation (“Little Elm”), acting herein through their duly authorized agents, officers, and
employees. Denton and Little Elm are sometimes referred to herein individually as “Party” and collectively
as the “Parties.”
WHEREAS, this Agreement is being entered into pursuant to the Interlocal Cooperation Act, V.T.C.A,
Government Code, Section 791.001, et seq. (the “Act”) which authorizes units of local government to
contract with one or more units of local government to perform governmental functions and services; and
WHEREAS, Denton and Little Elm are both local governments as defined by Section 791.003(a) of the Act
engaged in the provision of governmental functions and services to their citizens, and
WHEREAS, Denton and Little Elm are interested in the provision of the governmental functions and
services of providing the equipment and personnel to provide 9-1-1 call answering, processing and
dispatching services through Public Safety Emergency Dispatch Centers/9-1-1 Public Safety Answering
Points Support Services (“PSAP Services”); and
WHEREAS, Denton provides PSAP Services to the citizens of Denton and has the capacity to service other
municipalities; and
WHEREAS, Little Elm has investigated and determined that it would be advantageous, efficient, and
beneficial to Little Elm and its inhabitants to have Denton provide PSAP Services to Little Elm; and
WHEREAS, Little Elm desires to engage Denton, and Denton desires to be engaged by Little Elm, to provide
PSAP Services as set forth in this Agreement; and
WHEREAS, the governing bodies of Denton and Little Elm desire to foster good will and cooperation
between the two entities; and
WHEREAS, Denton and Little Elm find that the compensation to be paid herein is in an amount that fairly
compensates the performing Party for the services or functions provided herein; and
WHEREAS, Denton and Little Elm deem it to be in the best interest of both entities to enter into this
Agreement;
NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS CONTAINED HEREIN, DENTON
AND LITTLE ELM AGREE AS FOLLOWS:
1.0 PURPOSE: The purpose of this Agreement is to establish the terms under which Denton will provide
PSAP Services to Little Elm and the compensation that Little Elm will pay to Denton for said services. This
Agreement provides for the following objectives of the Parties:
To promote the health, safety and general welfare of the citizens throughout Denton and Little
Elm. The Parties wish to continually improve procedural efficiency and technical capabilities of
emergency call taking, emergency call processing, and all emergency response communications.
To save lives by improved call processing time which reduces response times to emergency
incidents.
To improve safety to emergency responders.
To effectively receive calls for routine and emergency assistance, and coordinate response
resources to those calls for service based on the needs of the caller and the direction of field
response agencies.
To provide all participating agencies with a single contact point for the notification of emergencies
and receipt of emergency assistance requests, and for the control of coordinated dispatch for law
enforcement, fire and EMS.
To bring about increased efficiencies and coordination of communications and emergency
response services, including the use of the National Incident Management System. These
communications improvements are intended to impact emergency response for all types of
scenarios that are generally broken into three categories:
A) Emergencies that occur daily in the community: those "typical” crimes, fires, and
medical emergencies.
B) Local, small scale disasters, such as a school bus accident.
C) Large scale and/or national level disasters, such as terrorist attacks or natural disasters.
To provide the public and field response agencies with highly trained, certified and/or
credentialed 9-1-1 employees who strive to provide the best service possible to all parties
involved.
To set the goals of 1) meeting NFPA’s 1221 standards, 2) meeting International Association of
Emergency Dispatch (IAED) standards for Accreditation and attaining this accreditation, 3)
meeting CALEA's Standards for Public Safety Communications Agencies and attaining CALEA
accreditation 4) meeting Texas Police Chief Association accreditation.
To provide funding to ensure the appropriate level of service by establishing funding mechanisms
and defining the budget process.
To provide for operational feedback from a "Public Safety Communications Work Group” of
emergency response leaders.
To ensure accountability to the field response agencies by creating User Groups which provide
feedback to the Public Safety Communications Work Group.
2.0 CITY OF DENTON PUBLIC SAFETY COMMUNICATIONS: Denton shall provide PSAP Services to Little
Elm consisting of call answering, processing, and dispatching for emergency and non-emergency police,
fire, rescue, and EMS calls, through the Denton Public Safety Communications Center (“Communications
Center”) in the same manner and under the same work schedule as such PSAP Services are provided for
Denton emergency and non-emergency calls. Denton owns, maintains, and operates the Communications
Center, and the Denton Public Safety Communications Division Manager and all employees of the
Communications Center are Denton employees, subject to all Denton policies and procedures.
2.1. Provision of emergency and non-emergency call answering, processing, and dispatch service
by Denton. The emergency and non-emergency call answering, processing, and dispatch services
provided by Denton shall include the following:
A. Provide 24-hour a day answering of all emergency 9-1-1 and police non-emergency
calls originating within the corporate boundaries of Little Elm; implement and utilize
call-out procedures for emergencies and non-emergencies, and forward messages,
utilizing reasonable telephone answering procedures. All emergency calls shall be
answered within ten (10) seconds at least ninety-five percent (95%) of the time.
Recordings of all aspects of each call received for Little Elm (including phone call, out
bound phone calls and any and all radio traffic related to the call) shall be made
available as soon as a qualified person is available to provide recordings, unless an
emergency exists, to Little Elm upon written request for such recording by Little Elm.
Additionally, Denton shall provide Little Elm with call answering performance metrics,
call volume, and any other requested reports on an annual basis, or on a monthly
basis upon written request by Little Elm.
B. Provide 24-hour a day dispatching for Little Elm Police & Fire Departments, and
emergency notification of Little Elm Public Works as requested by Little Elm. The
performance standard for call handling will be procedurally and operationally
consistent with contemporary industry recognized standards; as determined by the
Association of Public Safety Communications Officials (“APCO”) or National
Emergency Number Association (“NENA”). Denton agrees to proactively review and
take reasonable steps to correct any operational practices in the Communications
Center that increase average dispatch times to levels exceeding industry standards,
or standards agreed to by the Parties, and provide notice of the issue and corrective
actions taken to the Public Safety Communications Work Group.
C. Maintain operation of radio and computer communications with Little Elm,
utilizing dispatching procedures based on feedback or recommendations from the
Public Safety Communications Work Group. Any proposed changes or additions to
the radio channel or talk group used by Little Elm or Denton shall be based on
feedback or recommendations from the Public Safety Communications Work Group.
D. City of Denton will use reasonable efforts to maintain the following minimum
employee staffing levels to provide the PSAP Services:
x Staff at least one (1) telecommunicator to work the Little Elm Fire channel
and one (1) telecommunicator to work the Little Elm Police channel in order
to provide dispatch services at all times, posting necessary overtime positions
as needed to provide that coverage. However, in the event that temporary
staffing reductions caused by an emergency situation prevent such minimum
staffing, Denton shall notify Little Elm’s primary contact of any circumstances
when such minimum staffing level will not be met and the expected duration
of any such circumstances, and will collaborate with Little Elm on dispatching
procedures during that time. If an emergency situation occurs requiring
staffing reductions for a continuous 12-week duration so that there is fifty
percent (50%) or less availability of two (2) telecommunicators during that
period, Little Elm shall receive a reimbursement amount back based on the
portion of time the telecommunicators are unavailable. If an emergency
situation occurs requiring Little Elm staffing requirements to exceed the
allotted two dispatchers in excess of a continuous 12-week duration, Little
Elm shall reimburse Denton based on the portion of time the additional
telecommunicators are available. Little Elm shall be responsible for seeking
Federal Emergency Management Agency (FEMA) reimbursement for
qualifying events.
E. Provide and continuously update training to all Denton employees providing PSAP
Services.
F. Little Elm has primary responsibility for activation of its community warning
notification system. If needed as a backup, Denton can provide warning notification
to the Little Elm community and residents, including without limitation, activating
community warning sirens and reverse notification calls (e.g. Code Red), as requested
by Little Elm and in accordance with Little Elm policies and procedures and only at
the direction of the Little Elm Police Chief, Fire Chief or designee. However, Little
Elm shall be responsible for providing the exact wording of the emergency message
to be delivered, and for all costs associated with the purchase and installation,
maintenance and/or relocation of any equipment necessary to activate Little Elm’s
community warning sirens.
G. Maintain a call logging and recording system of all Little Elm emergency and non-
emergency calls, and, upon written request, provide copies to Little Elm. Denton
currently holds three (3) years of recordings. Denton makes no guaranties that data
or backed up data will be error free. If Little Elm desires to provide its own recording
equipment for its data in the Communications Center, Denton and Little Elm will
cooperate to provide Little Elm reasonable access to install and retrieve such
equipment and data.
H. Assist Little Elm, including cooperating with representatives and assessors with
Little Elm Police and Fire/EMS performance metrics, and taking any other
appropriate action, to ensure Little Elm receives any information necessary to satisfy
the applicable agency’s professional accreditation or certification processes. It is
understood, however, that Denton’s obligations in this regard are related solely to
the telecommunications requirements of such accreditations.
I. The Communications Center shall maintain entries into the TLETS/NLETS System,
including, without limitation, the following activities:
x Assist and cooperate with all audits of the NCIC/TCIC program files and
operations;
x Inquire, enter, locate, cancel and clear entries in the TLETS/NLETS system as
requested by Little Elm.
x Update and validate, on a regular basis, TCIC/NCIC data files, with information
provided by Little Elm; and
x Ensure all dispatchers operate in compliance with
TCIC/NCIC/TLETS/NLETS/CJIS standards.
J. Maintain and operate mutual aid dispatch services for Little Elm in accordance with
the emergency response plans established by Little Elm, as well as any other public
safety organizations; provided, however, that Denton’s obligations in this regard are
limited to monitoring, dispatching, documenting and updating of system information,
based upon data provided by Little Elm.
K. Participate in reasonable periodic training exercise programs and scenarios
conducted by Little Elm, including the provision of dispatch services employees to
participate in the programs and scenarios, provided that adequate notice is given and
staffing limitations permit such participation. Costs associated with the attendance
of dispatch service employees (including supervisory staff) at special assignments or
special events will be borne by Little Elm.
L. To encourage mutual personnel interactions, Denton agrees that its dispatch
personnel will accompany Little Elm officers and/or Little Elm Firefighters/EMS
personnel on “ride-alongs” to become familiar with local geography and Little Elm
Police and Fire/EMS Department procedures, as staffing allows. Periodic attendance
at Little Elm Police or Fire Department meetings and other mutually agreed upon
events is encouraged throughout the term of this Agreement.
M. Cooperate with Little Elm in the preparation of response to any subpoenas and/or
Freedom of Information Act requests concerning the dispatch services, including
without limitation identifying and providing copies of responsive records (including
documents, call logs, call recordings). Little Elm will be responsible for completing
and transmitting all responses to such subpoenas and requests.
N. Cooperate with Little Elm in the event that any litigation arises out of or is related
to the services provided under this Agreement, including providing records and
making employees available for depositions and testimony in accordance with
service of legal process, provided that Denton does not become adverse to Little Elm
in any such litigation.
O. Other than emergency and non-emergency calls for Little Elm Police, Fire, EMS,
Animal Services, and after-hours Public Works notifications, Denton Communications
will not handle routine administrative phone calls for City departments, to include
Police and Fire Departments. Denton Communications will refer callers in such
situations to the appropriate department phone number. It is recommended that
Little Elm have an Interactive Voice Recorder (IVR) that provides callers options to
reach Denton Communications, as well as other Little Elm Police Department
Divisions. Denton will assist with the set-up of this IVR as needed.
P. Procedures for establishing prioritization of calls shall be the responsibility of the
Denton Public Safety Communications Division Manager in conjunction with Little
Elm Police and Fire Departments.
2.2. Obligations of Little Elm. Little Elm agrees to perform the following in order to enable Denton
to efficiently and properly fulfill its obligations under this Agreement:
A. Provide funding to Denton in accordance with Section 6 and Table 6.1 of this
Agreement.
B. Provide timely updated telephone lists and call out procedures.
C. Provide timely notification of a Little Elm designee for receiving notice in the
absence of the Little Elm Police Chief and/or Fire Chief.
D. Provide work schedules, on-call schedules, training exercises and reasonable
notification thereof.
E. Provide to the Denton Public Safety Communications Division Manager, on a
continuing basis to stay current, all necessary street, vehicle, apparatus and response
information, as well as all necessary dispatching information unique to Little Elm.
F. Supply its employees with all necessary, authorized equipment needed to provide
communications that are compatible with Communications Center operations. Little
Elm shall be responsible for maintaining such equipment.
G. Adhere to all emergency communications protocols developed by Denton.
2.3. Parties Obligations Relating to Technology.
A. Denton and Little Elm mutually agree that Denton shall be responsible for all
technology costs and services related to maintaining the Integrated Computer
System (ICS) Computer Aided Dispatch system and Higher Ground recording system
to the extent that those components are physically located at the Communications
Center. In addition, Denton agrees to schedule, perform, and complete any and all
upgrades to the ICS servers.
B. Little Elm shall be responsible for the procurement of all third-party software and
interfaces, including updates, upgrades, and service/maintenance packs, and
hardware prerequisites required for ICS upgrades to be implemented properly on all
Little Elm hardware, including the mobile data terminals (“MDTs”). Little Elm will be
responsible for meeting CJIS requirements on Little Elm hardware, including the
MDTs, and providing for the cost of the software license and maintenance, mounting
hardware, and wireless connection cards.
C. Denton and Little Elm mutually agree that either Party may elect to add new ICS
components, or third-party components, to the ICS system if deemed compatible by
Denton. Such new components added by either Party shall be at the sole cost
(including, but not limited to, implementation costs, software license/maintenance
costs, and any necessary software or hardware components) of the Party
implementing such components. If at a later date the non-implementing Party
wishes to utilize a component paid by the implementing Party, the non-implementing
Party will agree to reimburse the implementing Party for a portion of the
implementing costs as agreed to by the Parties.
D. Denton and Little Elm will execute all further agreements necessary for the use of
technology and software to provide the PSAP Services, including but not limited to,
virtual private network connection agreements. Access will not be provided to a
Little Elm user that has not submitted any required agreements.
3.0 IMPLEMENTATION: The Parties agree to cooperate in the implementation of Denton providing PSAP
Services to Little Elm. Implementation elements include, but are not limited to the following:
3.1 There will be involvement of the Public Safety Communications Work Group in the
implementation of Denton providing PSAP Services.
3.2 All new Communications Center employees will be subject to Denton’s probationary period
and all Denton policies and procedures.
3.3 Individual needs and requests regarding services related to emergency service or jurisdictional
communication provisions not included in Section 2.1 and Section 6.1 herein, such as
administrative call-taking or other non-emergency functions (“Other Services”) will be
determined early in the implementation stage and will have specific protocols, training, and
technology needs established and well-defined. Funding for Other Services will be paid by Little
Elm as provided in Section 6.2.
3.4 The Communications Center staff time (including necessary overtime) involved in the
implementation-related training of dispatchers will be borne by Little Elm. Dispatcher training
course fees will be borne by Little Elm as outlined in table 6.1 However, fees for
supervisory/QA/trainer courses will be paid by Denton only when employees have been selected
for supervisory/QA/training position by the Denton Public Safety Communications Division
Manager.
4.0 PUBLIC SAFETY COMMUNICATIONS WORK GROUP: With the execution of this Agreement, Denton
establishes the “Public Safety Communications Work Group” which is an administrative multi-
jurisdictional working group of Law Enforcement, Fire and EMS leaders established to provide feedback
and recommendations regarding the PSAP Services provided by the Communications Center to
municipalities and public entities outside of Denton.
4.1 Membership: The membership of the Public Safety Communications Work Group shall consist
of the City of Denton Police Chief, Fire Chief, and Public Safety Communications Division Manager.
Pursuant to this Agreement, the Little Elm Police Chief and Fire Chief are members of the Public
Safety Communications Work Group during the term of this Agreement. Denton may authorize
additional members from other municipalities and public entities on the Public Safety
Communications Work Group pursuant to agreements with other municipalities and public
entities; however, established procedures for Denton and Little Elm will not be changed to
accommodate any other municipalities or public entities added at a later time.
4.2 Responsibility and Authority: The Public Safety Communications Work Group shall have the
responsibility to:
A. Provide feedback on operational protocols, policies, and procedures for the PSAP
Services provided to Little Elm and other jurisdictions;
B. Provide feedback on issues and disputes presented to the Public Safety
Communications Work Group by the User Groups or the Parties to this Agreement;
C. Work with the Denton Public Safety Communications Division Manager on a
recommended budget for the Communications Center and the annual funding
contribution by Little Elm for PSAP Services by no later than March 1st for the
following fiscal year beginning October 1; and
D. Provide advocacy for both capital and operational needs of the Communications
Center, and work toward funding efficiencies and grant opportunities.
4.3 Meetings of the Public Safety Communications Work Group:
A. Any member of the Public Safety Communications Work Group may designate a
representative to attend meetings in the member’s place. The designee must be from
the same jurisdiction and the member will ensure that the designees is knowledgeable
and prepared. While so designated, the representative shall assume all rights and
responsibilities of a full member. However, members themselves are expected to attend
the majority of meetings.
B. Regularly scheduled meeting of the Public Safety Communications Work Group shall
be held at a minimum quarterly at such time and place as determined by mutual
agreement. Special meetings may be called by the Denton Public Safety Communications
Division Manager as appropriate.
5.0 USER GROUPS: Two User Groups may be established by the Public Safety Communications Work
Group for the purpose of providing the opportunity for all user agencies to provide feedback and
recommendations into the provision of PSAP Services to user agencies. There will be a Law Enforcement
User Group and a separate Fire/EMS/Rescue/Emergency Management User Group. Membership in each
group will include the Chief (or designee) of each agency which has an agreement with Denton for PSAP
Services. These groups will meet at least quarterly and provide written feedback to the Public Safety
Communications Work Group regarding any concerns, problems, or recommendations related to the
Communication Center’s performance to meet their needs.
User Group recommendations relative to service levels, staffing levels, performance standards,
operational procedures and protocols or systems shall be made to the Public Safety Communications
Work Group no later than February 15 of each year in order to be considered for implementation in the
next budget year.
6.0 FUNDING
6.1. Little Elm, out of current revenues available, shall pay annually to Denton the fiscal year total sum as
provided in Table 6.1 for PSAP Services. Payment of the FY20-21 annual total sum shall be made by
October 15, 2020 and each October 15 thereafter for the respective fiscal year total sum. The cost for
PSAP Services in FY20-21 as provided in Table 6.1 is based on the anticipated dispatch call volume of
40,113 calls annually from Little Elm. In FY21-22 and beyond, the fiscal year total sum will be evaluated
on a yearly basis and the compensation paid by Little Elm for PSAP Services may be increased when Little
Elm dispatch call volume is twenty percent (20%) or more than the anticipated dispatch call volume as
provided in this Section 6.1. The amount of such increased compensation will be calculated by multiplying
the amount of Little Elm dispatch call volume in excess of 48,135 by the amount of $19.84 (8 FTE Salary
Total Cost / 40,113 projected Calls for Service). If the term of this Agreement is extended beyond FY24-
25, the fiscal year total sum for year thereafter shall be increased by five percent (5%) annually.
TABLE 6.1
LITTLE ELM ANTICIPATED ANNUAL FUNDING
Item Description Year 1
FY21
Year 2 -
FY22
Year 3 -
FY23
Year 4 –
FY24 Year 5 - FY25
Staffing (8 FTES) *subject to 3% yearly
increase 795,856 819,732 844,324 869,653 895,743
Staffing Overtime 34,270 35,298 36,357 37,448 38,571
Training, Licenses, small tools, dues,
connectivity 72,776 1,000 1,000 1,000 1,000
Management/Admin Fee (Risk Mgmt.,
Supervisory, QA, Training coordinator)
50,000 50,000 50,000 50,000 50,000
City of Denton FTE usage (25,000) (25,000) (25,000) (25,000) (25,000)
Contingency 77,244
Capital Expenses – Equipment 166,152
8,000
Total 1,171,298 881,030 906,681 941,101 960,314
5 Year Estimated Grand Total 4,860,424
6.2. Other Services Funding: Funding of Other Services will be paid by Little Elm. Hourly labor
rates for Denton staff is $55.00 per hour for work performed between 8:00 a.m. and 5:00 p.m. on
Monday through Friday and $80.00 per hour otherwise. A service call vehicle trip charge of $25.00
per trip will be applied. Costs associated with the provision of Other Services will be billed bi-
annually.
7.0 EQUIPMENT: Equipment and furnishing for the Communications Center shall be purchased in
Denton’s name and be the property of Denton. The purchase and maintenance of all equipment
necessary to receive calls, radio transmissions, and data at the locations (or vehicles) of Little Elm will be
the responsibility of Little Elm.
Denton and Little Elm will cooperate together with local, state and federal agencies in order to maximize
interoperability and economies of scale, grant-funding, and other means to reduce costs for equipment
and operations. The Public Safety Communications Work Group will develop uniform standards for a
multi-jurisdictional Computer Aided Dispatch (CAD) system with expandable ports for multiple interfaces
such as Records Management System (RMS), Fire Reporting, EMS Reporting and message switching for
MDTs or other data-sharing interfaces.
8.0 DURATION OF AGREEMENT – Termination: This Agreement shall become effective upon execution
by both Parties (the “Effective Date”) and be in effect for five (5) years from the Effective Date, unless a
Party terminates in the manner described by this Agreement. After the initial five (5) year term, this
Agreement shall be automatically extended for consecutive two (2) year periods unless terminated by the
Parties. In the event that any Party desires to terminate this Agreement, said Party must give 12 months’
advance written notice to the other Party, and the withdrawal shall take effect only as of the beginning of
the succeeding fiscal year of Denton, unless otherwise agreed between the Parties. By way of example
and not in limitation, notice of termination delivered on or before October 1, 2020, equals termination on
October 1, 2021. Notice of termination given after October 1, 2020, and on or before October 1, 2021,
equals termination on October 1, 2022. This Agreement may also be terminated by mutual agreement of
the Parties executed in writing by both Parties. Either Party may terminate this Agreement for cause after
giving the other Party written notice of a breach of this Agreement if the other Party fails to cure the
breach within thirty (30) days of receiving such notice.
9.0 NONEXCLUSIVITY: Denton may contract to perform services similar or identical to those specified in
this Agreement for additional governmental or public entities as Denton, in its sole discretion, sees fit.
10.0 ACCEPTANCE OF RESPONSIBILITY:
10.1 Little Elm shall hold Denton free and harmless from any obligation, costs, claims,
judgments, attorney’s fees, attachments, and other liabilities arising from or related to the PSAP
Services rendered to Little Elm pursuant to the terms of this Agreement, except when the same
shall arise because of Denton’s wrongful and/or negligent acts or omissions, or those of its officer,
agents, or employees to the extent that liability exists.
10.2 Little Elm agrees to be responsible for its own wrongful and/or negligent acts or
omissions, or those of its officer, agents, or employees to the extent that liability exists.
10.3 Pursuant to Section §791.006 of the Act, Little Elm is responsible for any civil liability that
arises from the services provided by Denton. The Parties agree that Denton shall be acting as
agent for Little Elm in performing the PSAP Services contemplated by this Agreement.
10.4. It is expressly understood and agreed that in the execution of this Agreement, neither
Party waives, nor shall be deemed to have waived, any immunity or defense otherwise available
to it against any claims arising out of the exercise of governmental powers and functions. The
Parties acknowledge that they are both political subdivisions of the State of Texas and are subject
to and will comply with applicable provisions of the Texas Tort Claims Act, as set out in Civil
Practices and Remedies Code, Section 101.001 et seq. and the remedies authorized therein
regarding claims or causes of action that may be asserted by third parties for accident, injury or
death.
10.5. Little Elm will provide Denton, to the extent reasonable and necessary, access upon
apparatus and into Little Elm’s facilities for the purpose of installing, inspecting, testing, operating,
maintaining, repairing, upgrading, and servicing radio system equipment.
10.6. If Little Elm fails to pay any sum of money provided for in this Agreement or fails in the
performance of any other of its obligations or the observance of any other covenants under this
Agreement, the City may, at its option, terminate this contract per Section 8.0.
10.7. Little Elm’s participation in this Agreement is for service only from Denton and does not
create any entitlement to an ownership position in the fixed assets of the Communications
Center.
10.8. Within three (3) working days of receiving notice of any claim, demand, suit, or any action
made or brought against Little Elm, arising out of the activities conducted pursuant to this
Agreement, Little Elm shall give written notice to Denton of such claim, demand, suit or other
action. Said notice shall include: (a) the name and address of the claimant; (b) the basis of the
claim, action or proceeding; (c) the court, if any, where such claim, action, or proceeding was
instituted; (d) the name or names of any person or persons against whom such claim is being
made.
11. NOTICE. Any notice provided or required to be given under the terms of this Agreement, must be in
writing and may be served by depositing same in the United States Mail, properly addressed, postage pre-
paid, registered or return receipt requested or by hand - delivery. All notices and communications
concerning this Agreement to be mailed or delivered to Denton shall be sent to the address of Denton as
follows, unless and until Little Elm is otherwise notified:
City Manager
City of Denton
215 E. McKinney
Denton, TX 76201
All notices and communications under this Agreement to be mailed or delivered to Little Elm shall
be sent to the address of Little Elm as follows, unless and until Denton is otherwise notified:
Town Manager
Town of Little Elm
100 W. Eldorado Pkwy.
Little Elm, TX 75068
Any notices and communications required to be given in writing by one Party or the other shall
be considered as having been given to the addressee on the date the notice or communication is placed
in the United States Mail or hand - delivered by other means.
12. MISCELLANEOUS PROVISIONS:
12.1. Entire Agreement. This Agreement represents the entire and integrated agreement between
the Parties and supersedes all prior negotiations, representations and/or agreements, either
written or oral. This Agreement may be amended only by a written instrument signed by both
Parties.
12.2. Governing Law and Venue. This Agreement and any of its terms, conditions or provisions, as
well as the rights and duties of the Parties hereto, shall be governed by the laws of the State of
Texas. Venue for this Agreement shall lie in Denton County, Texas.
12.3. Legal Construction. In the event that any one or more of the provisions contained in this
Agreement shall be held to be invalid, illegal, or unenforceable in any respect, such invalidity,
illegality, or unenforceability shall not affect any other provision thereof, and this Agreement shall
be construed as if such invalid, illegal or unenforceable provision had never been contained
herein.
12.4. Severability. In the event that any portion of this Agreement shall be found to be contrary
to law, it is the intent of the parties hereto that the remaining portions shall remain valid and in
full force and effect to the extent possible.
12.5. Authorization. The undersigned officer and/ or agents of the Parties hereto are the properly
authorized officials of the Party represented and have the necessary authority to execute this
Agreement on behalf of the Parties hereto and each Party hereby certifies to the other that any
necessary resolutions or ordinances extending said authority have been duly passed and
approved and are now in full force and effect.
12.6. Amendments. Denton and Little Elm may amend this Agreement only by an instrument in
writing and as approved by both Parties.
12.7. Counterparts. The Agreement may be signed in counterparts, each of which shall be deemed
to be an original.
12.8. Waiver. Notwithstanding any provision to the contrary, Denton and Little Elm do not waive
any rights or obligations it may have, either at common law or by statute, through this Agreement
or any other agreement between these same Parties.
12.9. Assignment. This Agreement is not assignable.
12.10. Sovereign Immunity. The Parties agree that neither has waived its sovereign immunity by
entering into and performing its obligations under this Agreement.
12.11. Representations. Each signatory represents this Agreement has been read by the Party for
which this Agreement is executed, that each Party has had an opportunity to confer with counsel,
on the matters contained herein.
12.12. Drafting Provisions. This Agreement shall be deemed to have been drafted equally by all
Parties hereto. The language of all parts of this Agreement shall be constructed as a whole
according to its fair and common meaning, and any presumption or principle that the language
herein is to be construed against any Party shall not apply. Headings in this Agreement are for the
convenience of the Parties and are not intended to be used in construing this Agreement.
12.13. No Agency. Nothing herein shall ever be interpreted as the creation of an agency,
partnership, joint venture or any type of relationship except one of interlocal cooperation in the
express manner provided by the Act. In performing PSAP Services specified in this Agreement,
Denton shall act as an independent contractor and shall have control of the work and the manner
in which it is performed. Neither Denton, its agents, employees, volunteers nor any other person
operating under this Agreement shall be considered an agent or employee of Little Elm. No
employees or agents of either Party shall be entitled to participate in any pension or other
benefits that the other Party provides to its employees.
12.14. No Third-Party Beneficiary. Denton and Little Elm have the exclusive right to bring suit to
enforce this Agreement, and no other party may bring suit, as a third-party beneficiary or
otherwise, to enforce this Agreement.
12.15. The Parties shall comply with all federal, state, and local laws and ordinances in connection
with the work and services performed under this Agreement.
12.16. A Party to this Agreement shall not be responsible for delays or lack of performance by the
Party or its officials, agents, or employees which result from acts beyond that Party’s reasonable
control, including acts of God, strikes, or other labor disturbances, or delays by federal or state
officials in issuing necessary regulatory approvals and/or licenses or acts or failures to act by the
other Party. In the event of any delay or failure excused by this section, the time of delivery or of
performance shall be extended for a reasonable time period to compensate for delay.
EXECUTED by the Parties hereto, each respective entity acting by and through its duly authorized official
as required by law, on the date specified on the multiple counterpart executed by such entity.
TOWN OF LITTLE ELM
BY:_______________________________ _____________________________
MATT MUELLER, TOWN MANAGER DATE
ATTEST:
KATHY PHILLIPS, TOWN SECRETARY
BY: _______________________________
CITY OF DENTON
BY:_______________________________ _____________________________
TODD HILEMAN, CITY MANAGER DATE
ATTEST:
ROSA RIOS, CITY SECRETARY
BY: _______________________________
APPROVED AS TO LEGAL FORM:
AARON LEAL, CITY ATTORNEY
BY: _______________________________
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational obligations and business terms.
_________________________________ __________________________________
SIGNATURE PRINTED NAME
__________________________________ __________________________________
TITLE DEPARTMENT
Certificate Of Completion
Envelope Id: 7F05EE4F56534942965A1FC5B380D2B9 Status: Completed
Subject: Please DocuSign: 7374 Little Elm Interlocal Agreement
Source Envelope:
Document Pages: 15 Signatures: 4 Envelope Originator:
Certificate Pages: 6 Initials: 1 Cori Power
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-06:00) Central Time (US & Canada)
901B Texas Street
Denton, TX 76209
cori.power@cityofdenton.com
IP Address: 198.49.140.104
Record Tracking
Status: Original
9/4/2020 5:16:50 PM
Holder: Cori Power
cori.power@cityofdenton.com
Location: DocuSign
Signer Events Signature Timestamp
Cori Power
cori.power@cityofdenton.com
Buyer
City of Denton
Security Level: Email, Account Authentication
(None)
Completed
Using IP Address: 198.49.140.104
Sent: 9/4/2020 5:27:43 PM
Viewed: 9/4/2020 5:27:54 PM
Signed: 9/9/2020 11:04:40 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Lori Hewell
lori.hewell@cityofdenton.com
Purchasing Manager
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.104
Sent: 9/9/2020 11:04:42 AM
Viewed: 9/9/2020 11:12:40 AM
Signed: 9/9/2020 11:13:00 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Melissa Kraft
Melissa.Kraft@cityofdenton.com
Chief Technology Officer
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 104.190.159.195
Signed using mobile
Sent: 9/9/2020 11:13:01 AM
Viewed: 9/9/2020 11:15:55 AM
Signed: 9/9/2020 11:16:20 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Mack Reinwand
mack.reinwand@cityofdenton.com
City of Denton
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.104
Sent: 9/9/2020 11:16:23 AM
Viewed: 9/9/2020 11:22:53 AM
Signed: 9/9/2020 11:31:42 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events Signature Timestamp
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Contract Administrator
City of Denton
Security Level: Email, Account Authentication
(None)
Completed
Using IP Address: 198.49.140.104
Sent: 9/9/2020 11:31:46 AM
Viewed: 9/16/2020 10:26:58 AM
Signed: 9/16/2020 10:27:21 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Todd 7ileman
Todd.7ileman@cityofdenton.com
City Manager
City of Denton
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 47.184.93.41
Sent: 9/16/2020 10:27:24 AM
Viewed: 9/16/2020 10:28:46 AM
Signed: 9/16/2020 10:28:51 AM
Electronic Record and Signature Disclosure:
Accepted: 7/25/2017 11:02:14 AM
ID: 57619fbf-2aec-4b1f-805d-6bd7d9966f21
Rosa Rios
rosa.rios@cityofdenton.com
City Secretary
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 198.49.140.10
Sent: 9/16/2020 10:28:53 AM
Viewed: 9/16/2020 10:56:27 AM
Signed: 9/16/2020 10:57:07 AM
Electronic Record and Signature Disclosure:
Accepted: 9/16/2020 10:56:27 AM
ID: 5d8e7072-fc5a-48f2-a8c6-01115ec94631
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
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Contract Administrator
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 9/9/2020 11:04:42 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sherri Thurman
sherri.thurman@cityofdenton.com
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 9/9/2020 11:31:46 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
7olina Parker
7olina.parker@cityofdenton.com
Security Level: Email, Account Authentication
(None)
Sent: 9/16/2020 10:57:09 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Lisa Collaud
Lisa.Collaud@cityofdenton.com
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 9/16/2020 10:57:10 AM
Viewed: 9/16/2020 11:10:40 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Su7anne Kaletta
Su7anne.Kaletta@cityofdenton.com
Public Safety Communication Division Manager
Public Safety Communications
Security Level: Email, Account Authentication
(None)
Sent: 9/16/2020 10:57:11 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Melissa Kraft
Melissa.Kraft@cityofdenton.com
Chief Technology Officer
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 9/16/2020 10:57:12 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Cheyenne Defee
cheyenne.defee@cityofdenton.com
Contract Administrator
City of Denton
Security Level: Email, Account Authentication
(None)
Sent: 9/16/2020 10:57:13 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent 7ashed/Encrypted 9/16/2020 10:57:13 AM
Certified Delivered Security Checked 9/16/2020 10:57:13 AM
Signing Complete Security Checked 9/16/2020 10:57:13 AM
Completed Security Checked 9/16/2020 10:57:13 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. Described below are the terms and conditions for
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Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available
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If you decide to receive notices and disclosures from us electronically, you may at any time
change your mind and tell us that thereafter you want to receive required notices and disclosures
only in paper format. How you must inform us of your decision to receive future notices and
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electronically is described below.
Consequences of changing your mind
If you elect to receive required notices and disclosures only in paper format, it will slow the
speed at which we can complete certain steps in transactions with you and delivering services to
you because we will need first to send the required notices or disclosures to you in paper format,
and then wait until we receive back from you your acknowledgment of your receipt of such
paper notices or disclosures. To indicate to us that you are changing your mind, you must
withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your
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or to sign electronically documents from us.
All notices and disclosures will be sent to you electronically
Unless you tell us otherwise in accordance with the procedures described herein, we will provide
electronically to you through your DocuSign user account all required notices, disclosures,
authorizations, acknowledgements, and other documents that are required to be provided or
made available to you during the course of our relationship with you. To reduce the chance of
you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required
notices and disclosures to you by the same method and to the same address that you have given
us. Thus, you can receive all the disclosures and notices electronically or in paper format through
the paper mail delivery system. If you do not agree with this process, please let us know as
described below. Please also see the paragraph immediately above that describes the
consequences of your electing not to receive delivery of the notices and disclosures
electronically from us.
! !
How to contact City of Denton:
You may contact us to let us know of your changes as to how we may contact you electronically,
to request paper copies of certain information from us, and to withdraw your prior consent to
receive notices and disclosures electronically as follows:
To contact us by email send messages to: purchasing@cityofdenton.com
To advise City of Denton of your new e-mail address
To let us know of a change in your e-mail address where we should send notices and disclosures
electronically to you, you must send an email message to us at melissa.kraft@cityofdenton.com
and in the body of such request you must state: your previous e-mail address, your new e-mail
address. We do not require any other information from you to change your email address..
In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected
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To request paper copies from City of Denton
To request delivery from us of paper copies of the notices and disclosures previously provided
by us to you electronically, you must send us an e-mail to purchasing@cityofdenton.com and in
the body of such request you must state your e-mail address, full name, US Postal address, and
telephone number. We will bill you for any fees at that time, if any.
To withdraw your consent with City of Denton
To inform us that you no longer want to receive future notices and disclosures in electronic
format you may:
i. decline to sign a document from within your DocuSign account, and on the subsequent
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ii. send us an e-mail to purchasing@cityofdenton.com and in the body of such request you
must state your e-mail, full name, IS Postal Address, telephone number, and account
number. We do not need any other information from you to withdraw consent.. The
consequences of your withdrawing consent for online documents will be that transactions
may take a longer time to process..
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NetScape 7.2 (or above)
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Screen Resolution: 800 x 600 minimum
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Server must enable HTTP 1.1 settings via
proxy connection
** These minimum requirements are subject to change. If these requirements change, we will
provide you with an email message at the email address we have on file for you at that time
providing you with the revised hardware and software requirements, at which time you will
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To confirm to us that you can access this information electronically, which will be similar to
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please let us know by clicking the 'I agree' button below.
By checking the 'I Agree' box, I confirm that:
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