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HomeMy WebLinkAbout2000-365S \Our Documents\Ordinances\00\Public Transportation Ordinance doc ORDINANCE NO AN ORDINANCE AUTHORIZING THE CITY MANAGER TO MAKE AN APPLICATION WITH AND THEN TO EXECUTE A PUBLIC TRANSPORTATION AGREEMENT AND SUBSEQUENT AMENDMENTS WITH THE TEXAS DEPARTMENT OF TRANSPORTATION FOR FUNDING PUBLIC TRANSPORTATION, AND PROVIDING AN EFFECTIVE DATE WHEREAS, the United States Secretary of Transportation is authorized to award grants for a mass transportation program of projects and budget, and WHEREAS, the State of Texas is authorized under Tex Trans Code ch 455, to assist the City in procuring federal aid for the purpose of establishing and maintaining public and mass transportation projects, and WHEREAS, the City of Denton desires to obtain public transportation funds from the State for the purpose of establishing and maintaining public and mass transportation systems, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION 1 That the City Manager is authorized to make an application with and then execute a Public Transportation Contract, substantially in the form of the attached agreement which is made a part of this ordinance for all purposes, and subsequent amendments, on behalf of the City of Denton, Texas, with the Texas Department of Transportation to aid in the financing of public transportation, and to execute any other certifications or documents necessary to implement the Contract The City Manager, however, is not authorized to amend this contract by more than the amount authorized by Chapter 10 of the Code of Ordinances of the City of Denton, Texas SECTION 2 That the City Manager is hereby authorized to make expenditures as may be required for the local share of any public transportation costs which may be required under the Contract SECTION 3 That this ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED this theAE day of 2000 EULINE BROCK, MAYOR ATTEST I JENNIFER WALTERS, CITY SECRETARY MY /�/ L�..l_ �. L . P • LEGAL FORM PROUTY, CITY ATTORNEY BY Page 2 RECIPI14NT City of Denton SERVICE AREA City of Denton PUBLIC TRANSPORTATION (SECTION 5307) GRANT AGREEMENT GRANT AGREEMENT NO 51118FI007 STATE PROJECT NO URB 0101 (18) STATE URBAN PUBLIC TRANSPORTATION GRANT AGREEMENT THE STATE OF TEXAS § THE COUNTY OF TRAVIS § THIS GRANT AGREEMENT is made by and between the State of Texas, acting through the Texas Department of Transportation, hereinafter called the "State," and City of Denton, hereinafter called the "RECIPIENT " WITNESSETH WHEREAS, the Governor of the State of Texas has designated the Texas Department of Transportation (State) to administer a statewide Public Transportation Grant Program, and to provide state funds to match federal funds, and, WHEREAS, Transportation Code, Chapter 455, authorizes the State to assist the Recipient in procuring aid for the purpose of establishing and maintaining public and mass transportation projects and to administer funds appropriated for public transportation under Transportation Code, Chapter 456, and, WHEREAS, the Recipient has submitted an application for financial assistance for a urban public transportation project generally including training, technical assistance, research, or support services related to public transportation in urbanized areas, and the State approved the application, and, NOW, THEREFORE, in consideration of the premises and of the mutual covenants hereinafter set forth, the State and the Recipient hereto agree as follows AGREEMENT ARTICLE 1. GRANT PERIOD This Grant Agreement becomes effective when fully executed by both parties or on September 1, 2000, whichever is later, and shall terminate August 31, 2001 unless terminated or otherwise modified as hereinafter provided ARTICLE 2. PROJECT DESCRIPTION The Recipient shall commence, carry out and complete a public transportation project described in Attachment A, Approved Project Description, with all practicable dispatch, in a sound, economical and efficient manner in accordance with the provisions of Attachment A, Approved Project Description, this grant agreement, federal and state law, and federal and state regulation as hereinafter referenced ARTICLE 3. COMPENSATION A The maximum amount payable under this grant agreement without modification is $203,850 00 provided that expenditures are made in accordance with the amounts and for the purposes authorized in Attachment B, Approved Project Budget B The State's reimbursement to the Subrecipient is contingent upon the availability of appropriated funds The State shall have no liability for any claim submitted by the Subrecipient or its subcontractors, vendors, manufacturers or suppliers if sufficient federal or state funds are not available to pay the Subrecipient's claims C To be eligible for reimbursement under this grant agreement, a cost must be incurred within the grant agreement period specified in Article 1, Grant Period, and be authorized in Attachment B, Approved Project Budget D. Reserved E Reimbursement of costs incurred under this grant agreement is further governed by cost principles outlined in applicable Federal Office of Management and Budget (OMB) publications as follows • OMB Circular A-21, Cost Principles for Educational Institutions • OMB Circular A-87, Cost Principles for State and Local Governments • OMB Circular A-122, Cost Principles for Nonprofit Organizations F Costs claimed by the Subrecipient shall be actual net costs, that is, the price paid minus any refunds, rebates or other items of value received by the Subrecipient that have the effect of reducing the cost actually incurred G. The Subrecipient may submit requests for reimbursement to the State no more frequently than monthly using invoice statements acceptable to the State Requests for reimbursement must be furnished to the State within forty-five (45) days of the end of the month dunng which the costs were incurred Additional documentation to support any cost incurred during the billing period may be required at the discretion of the State As a minimum, each billing must be accompanied by a summary by budget line item which indicates the total amount authorized for each line item, previous expenditures, current period expenditures and the balance remaining in the line item ARTICLE 3. COMPENSATION (cont.) H The original and one copy of the invoice is to be submitted to the following address Jay Nelson District Engineer Texas Department of Transportation P O Box 133067 Dallas, Texas 75313-3067 I. The State will make payment within thirty (30) days of the receipt of properly prepared requests for reimbursement J The Subrecipient will submit a final billing within forty-five (45) days of the completion or termination of the grant agreement in accordance with Article 1, Grant Period K The Subrecipient shall pay all subcontractors for work performed within 10 days after the Subrecipient receives payment for the work performed by the subcontractor Also, any retained monies on a subcontractor's work shall be paid to the subcontractor within 10 days after the Subrecipient receives any retainage payment The above requirements are also applicable to all sub -tier subcontractors and the above provisions shall be made a part of all Subrecipient agreements Failure to comply with any of the above requirements may cause withholding of payments to the Subrecipient ARTICLE 4 AMENDMENTS Except as noted below, changes in the scope, objectives, cost or duration of the project authorized herein shall be enacted by written amendment approved by the parties hereto before additional work may be performed or additional costs incurred Any amendment so approved must be executed by both parties within the grant period specified in Article 1, Grant Period The Recipient is authorized to re -budget without a formal amendment when the proposed revision involves an increase in one category and a corresponding decrease in another, provided however, that any such revision meets all of the following criteria 1 Does not result in the need for additional funds, and, 2 Does not exceed ten percent of the current total approved budget and the federal and state funding exceeds $100,000, and, 3 Does not involve a transfer of funds from an authorized capital equipment purchase to another category, and 4 Does not involve a transfer of funds from training to another expense category, and 5 Does not involve a transfer of funds from construction to a non -construction category, 6 Does not involve a transfer of funds from a direct to indirect cost category ARTICLE 4. AMENDMENTS (cont) If a proposed revision meets all of the criteria listed above, the Recipient must notify the State in writing before the revision is made, describing the revision, explaining the need, and certifying that it complies with the above criteria ARTICLE 5. SUBCONTRACTS The Recipient shall not enter into any subcontract with individuals or organizations to provide professional services without prior authorization and consent to the subcontract by the State Subcontracts in excess of $25,000 shall contain all required provisions of this Grant Agreement No subcontract will relieve the Recipient of its responsibility under this Grant Agreement The Recipient shall not enter into any agreement for the purchase of equipment without prior authorization and consent to the purchase agreement by the State ARTICLE 6 RETENTION OF RECORDS A The Recipient agrees to maintain all documents, reports, papers, accounting records, and other evidence pertaining to costs incurred under this agreement (the Records) at its office during the grant period and for four years from the date of final payment under the grant Such records shall be made available during the specified period for inspection by the State, the U S Department of Transportation, the Office of the Inspector General, and any of their authorized representatives for the purpose of making audits, examinations, excerpts, and transcriptions Records for nonexpendable property acquired with Federal or State funds shall be retained for four years after final disposition of the property B If any litigation, claim or audit is started before the expiration of the four year retention period, the Records shall be retained until all litigation, claim or audit finding involving the Records have been resolved C When records are transferred to or maintained by the federal or state sponsoring agency, the four year retention requirement is not applicable to the Recipient D. The Recipient further agrees to include these provisions in each subcontract ARTICLE 7 SINGLE AUDIT REQUIREMENTS Recipient audit procedures shall meet or exceed the single audit requirements outlined in Office of Management and Budget (OMB) publications as follows OMB Circular A-87 - Cost Principles for State, Local, and Indian Tribal Governments OMB Circular A-133 - Audits of States, Local Governments, and Non -Profit Organizations ARTICLE 8 FINANCIAL MANAGEMENT SYSTEM The Recipient's financial management system shall meet or exceed the requirements of the "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments" (49 CFR Part 18 20) Those requirements include, but are not limited to 0 ARTICLE 8. FINANCIAL MANAGEMENT SYSTEM (cont.) A Accurate, current and complete disclosure of the financial results of each grant program in accordance with State and Federal reporting requirements B. Records which adequately identify the source and application of funds for grant - supported activities These records shall contain information pertaining to grant awards and authorization, obligations, commitments, assets, liabilities, outlays and income C Effective control over and accountability for all funds, property and other assets The Recipient shall adequately safeguard all such assets and shall assure that they are used solely for authorized purposes D Comparison of actual with budgeted amounts for each Grant Agreement, and relation of financial information to performance or productivity data, including the production of unit cost information, whenever appropriate and required by the State E Procedures for determining the eligibility for reimbursement and proper allocation of costs F Accounting records which are supported by source documentation G. A systematic method to assure timely and appropriate resolution of audit findings and recommendations ARTICLE 9 PROCUREMENT STANDARDS Recipient procurement standards shall meet or exceed the requirements of the "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments" (49 CFR Part 18 36), and FTA Circular 4220 1D, including standards for competitive procurements, methods of procurement, contracting with small and minority firms, women's business enterprise and labor surplus area firms, contract cost and price, awarding agency review, insurance and bonding The Recipient's procurement system must include but not be limited to the following procurement standards A. Procurement procedures which reflect applicable state and local laws and regulations, provided that the procurements conform to applicable federal law and the standards identified in this section B. A contract administration system which ensures that subcontractors perform in accordance with the terms, conditions, and specifications of their contracts or purchase orders C. A written code of standards of conduct governing the performance of employees engaged in the award and administration of contracts No employee, officer, or agency of the Recipient shall participate in selection or in the award or administration of a contract supported by state or federal funds if a conflict of interest, real or apparent, would be involved D. A process for review of proposed procurements to avoid purchase of unnecessary or duplicative items ARTICLE 9 PROCUREMENT STANDARDS (cont) E. Use of state and local intergovernmental agreements for procurement or use of common goods and services to foster greater economy and efficiency F. Use of value engineering clauses in contracts for construction projects G. Awards made only to responsible contractors possessing the ability to perform successfully under the terms and conditions of a proposed procurement, giving consideration to such matters as Recipient integrity, compliance with public policy, record of past performance, and financial and technical resources H Records sufficient to detail the significant history of a procurement, including rationale for the method of procurement, selection of contract type, Recipient selection or rejection, and the basis for the contract price I Limited use of time -and -materials contracts J Use of good administrative practice and sound business judgment to settle contractual and administrative issues arising out of procurements K Protest procedures to handle and resolve disputes relating to procurements and prompt disclosure to the State of information regarding the protest L. Procurement transactions conducted in a manner that provides full and open competition ARTICLE 10 REAL PROPERTY MANAGEMENT The Recipient will comply with management standards set forth in the "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments" (49 CFR Part 18 31) in the acquisition, use, and disposition of real property acquired under the grant The State must concur in the award of all purchase orders for nonexpendable personal property as defined in 49 CFR Part 18 31 ARTICLE 11. EQUIPMENT MANAGEMENT A. The Recipient will comply with State management standards and with management standards specified in the "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments" (49 CFR Part 18 32) in the control, use, and disposition of equipment acquired under this grant Management standards include 1 Maintain equipment records that include a description of the equipment, a serial number or other identification number, the source of equipment, who holds title, the acquisition date and cost of the equipment, percentage of federal and state participation in the cost of the equipment, the location, use and condition of the equipment, maintenance history for each vehicle, and ultimate disposition data including the date of disposal and sale price 2. Conduct a physical inventory of the equipment at least once every two years and reconcile the inventory with equipment records described in the preceding paragraph ARTICLE 11. EQUIPMENT MANAGEMENT (cont) 3 Develop a control system to ensure adequate safeguards to prevent loss, damage, or theft of the equipment Any loss, damage, or theft shall be investigated 4 Develop and follow procedures to keep the equipment maintained and in good condition At a minimum, the Recipient shall follow the vehicle maintenance schedule recommended by the manufacturer, showing the date the maintenance was performed Maintenance records shall be provided to the State upon request 5 Request disposition instructions from the State, and if authorized to sell the equipment, use proper sales procedures to insure the highest possible return B. The Recipient will comply with Title 43, Texas Administrative Code, §31 53, to protect the public investment in real property and equipment purchased in whole or in part with state or federal funds C In the event that project equipment is not used in the proper manner or is withdrawn from public transportation services, the Recipient shall immediately notify the State The State reserves the right to direct the sale or transfer of property acquired under this Grant Agreement upon determination by the State that said property has not been fully or properly used D When original or replacement equipment acquired under a grant is no longer needed for the original project or program or for other activities currently or previously supported by a federal or state agency, the Recipient shall contact the State to request authority to dispose of the equipment, and the State shall issue disposition instructions in accordance with 49 CFR 18 32 E All vehicles purchased under this Grant Agreement shall comply with the Motor Vehicle Safety Standards established by the U S Department of Transportation F All vehicles purchased under this Grant Agreement shall comply with all federal motor vehicle anti -pollution requirements G. All vehicles purchased under this Grant Agreement shall comply with the bus testing requirements set forth at 49 USC 5323(c) and 49 CFR 665 H The Recipient shall not execute any lease, pledge, mortgage, lien or other contract touching or affecting the Federal or State interest in any project facility or equipment, nor shall the Recipient by any act or omission of any kind adversely affect the Federal or State interest or impair its continuing control over the use of project facilities or equipment I The Recipient shall comply with requirements set forth at 49 USC 5323(1) and 49 CFR 663 regarding pre -award and post -delivery audit requirements ARTICLE 12. VEHICLE INSURANCE REQUIREMENTS The Recipient shall maintain at least the minimum insurance coverage on all vehicles and other non -expendable personal property as required by the insurance regulations of the State of Texas ARTICLE 13. BUY AMERICA The Recipient agrees to comply with applicable Buy America requirements set forth in 49 U S C 53230) and 49 CFR Part 661 ARTICLE 14. CARGO PREFERENCE The Recipient will comply with the cargo preference requirements set forth in 46 U S C 1241 and Maritime Administration regulations set forth in 46 CFR Part 381 ARTICLE 15. COORDINATION The Recipient will at all times coordinate the provision of public transportation services with other transportation operators, both public and private, in the area The Recipient will furnish the State copies of any agreement resulting from such coordination Agreements which authorize the payment of project funds to another entity are subject to the approval requirements described in Article 5, Subcontracts ARTICLE 16. LABOR PROTECTION PROVISIONS A. The Recipient agrees to undertake, carry out and complete the project under the terms and conditions determined by the Secretary of the United States Department of Labor to be fair and equitable to protect the interests of employees affected by the project and meeting the requirements of 49 U S C 5333(b) The Recipient shall maintain documentation of compliance efforts in accordance with retention and accessibility requirements set forth in Article 6, Retention of Records B The Recipient agrees to the comply with applicable transit employee protective requirements as required under the Transit Employee Protective Agreements as set forth under 49 U S C §5310, §5311, and §5333 and 29 CFR Part 215 C. If applicable, the Subrecipient shall comply with the labor protection provision attached hereto and labeled Attachment D, Labor Protection ARTICLE 17. CHARTER AND SCHOOL BUS OPERATIONS A Neither the Recipient nor any subcontractor acting on its behalf shall engage in charter bus operations outside of the geographic area within which it provides regularly scheduled public transportation service, except as provided under 49 CFR Part 604 9, and regulations pertaining to Charter Service Operations set forth at 49 U S C 5323(d) and 49 CFR Part 604 The Recipient shall furnish a copy of any agreement entered into under these regulations to the State no later than seven working days after the agreement is signed B. Neither the Recipient nor any subcontractor acting on its behalf shall engage in school bus operations exclusively for the transportation of students or school personnel in competition with private school bus operators, except as provided under 49 U S C 5323(f) and 49 CFR Part 605 The Recipient shall furnish any agreement entered into under these regulations to the State no later than seven working days after the agreement is signed ARTICLE 18. MONITORING A. The State will monitor the progress of the project authorized in this agreement using appropriate and necessary inspections, including but not limited to periodic reports, physical inspection of project facilities, telephone conversations, letters, and conferences B. The State shall monitor and conduct fiscal and/or program audits of the Recipient and its contractors to verify the extent of services provided under the terms of the Grant Agreement Representatives of the State or Federal government shall have access to project facilities and records at all reasonable times C. The State and the U S Department of Transportation, and any authorized representative thereof, have the right at all reasonable times to inspect or otherwise evaluate the progress of the grant hereunder and the project premises D If any inspection or evaluation is made on the premises of the Recipient or a subcontractor, the Recipient shall provide and require the subcontractor to provide all reasonable facilities and assistance for the safety and convenience of the inspectors in the performance of their duties All inspections and evaluations shall be performed in such a manner as will not unduly delay the project ARTICLE 19 REPORTS A The Recipient shall submit written or electronic reports at intervals and in a format prescribed by the State 1 Quarterly Operating Report - No later than 15 working days after the end of the quarter for which the report is made, the Recipient shall submit an activity report to the State At a minimum, the quarterly operating report will include the number of vehicles in operation, total one-way passenger trips, total miles traveled, total expenses, including administrative and operating expenses, revenue, including fares and donations, operating cost per vehicle mile, operating cost per passenger trip, and number of passengers per mile traveled The State may require more frequent operating reports for reasons of its own, or if the Recipient does not provide the reports in a timely manner or if the reports indicate unfavorable trends 2 Status of Procurements - If the grant includes the purchase of vehicles or other capital equipment, the Recipient shall submit a quarterly report consisting of a brief narrative including but not limited to procurement milestones, including date of purchase order, vendor name and location, and estimated delivery date 3 Status of Construction - If the grant includes construction, the Recipient shall submit quarterly narrative reports which include but are not limited to the progress of construction B. Regardless of the type of assistance included in the grant, the Recipient shall promptly advise the State in writing if at any time the progress of the project will be negatively or positively impacted, including 0 ARTICLE 19. REPORTS (cont.) C. Problems, delays or adverse conditions that will materially affect the Recipient's ability to attain program objectives, prevent the meeting of time schedules and goals, or preclude the attainment of project work units by established time periods This disclosure shall be accompanied by a statement of the action taken, or contemplated, by the Recipient and any State assistance needed to resolve the situation D. Favorable developments or events that will enable the Recipient to meet time schedules and goals sooner than anticipated or produce more work units than originally projected E. Every two years, or more frequently when instructed by the State, the Recipient shall conduct a physical inventory of grant -supported property as set forth in Article 11, Equipment Management, and furnish the State a copy of the inventory F The Recipient shall develop performance goals and management objectives in accordance with Title 43, Texas Administrative Code, §31 36 G The Recipient shall maintain written maintenance records for each grant -supported vehicle, and shall make such records available to the State upon request As a minimum, the Recipient shall comply with the manufacturer's recommended maintenance schedule ARTICLE 20 DISPUTES AND REMEDIES A The Recipient shall be responsible for the settlement of all contractual and administrative issues arising out of procurements entered in support of the grant B Any dispute concerning the work hereunder, additional costs, or any other non - procurement issue shall be submitted for resolution by informal mediation, in accordance with the requirements of the Governmental Dispute Resolution Act, Chapter 2009, Government Code C This agreement shall not be considered as specifying the exclusive remedy for any default, but all remedies existing at law and in equity may be availed of by either party and shall be cumulative ARTICLE 21. TERMINATION A The State may terminate this Grant Agreement at any time before the date of completion whenever it is determined that the Recipient has failed to comply with the conditions of the Grant Agreement The State shall give written notice to the Recipient at least thirty days prior to the effective date of termination and specify the effective date of termination, the reason for the termination, and other termination instructions B. If both parties to this Grant Agreement agree that the continuation of the grant would not produce beneficial results commensurate with the further expenditure of funds, the parties shall agree upon the termination conditions, including the effective date In the event that both parties agree that resumption of the grant is warranted, a new Grant Agreement must be developed and executed by both parties C. Either the State or the Recipient may terminate this agreement by giving notice in writing one to the other for reasons of its own and not subject to the approval of the other party In the event of termination for convenience, neither the State nor the Recipient shall be subject to additional liability except as otherwise provided in this agreement 10 ARTICLE 21. TERMINATION (cont.) D Upon termination of this Grant Agreement, whether for cause or at the convenience of the parties hereto, title to all property and equipment remains with the Recipient subject to the obligations and conditions set forth in this Grant Agreement and 49 CFR 18 31 and 18 32, unless the state or federal funding agency issue disposition instructions to the contrary E In the event of termination, the State may compensate the Recipient for those eligible expenses incurred during the grant period which are directly attributable to the completed portion of the grant covered by this Grant Agreement, provided that the grant has been completed in accordance with the terms of the Grant Agreement The Recipient shall not incur new obligations for the terminated portion after the effective date of termination F Except with respect to defaults of subcontractors, the Recipient shall not be in default by reason of any failure in performance of this Grant Agreement in accordance with its terms (including any failure by the Recipient to progress in the performance of the work) if such failure arises out of causes beyond the control and without the default or negligence of the Recipient Such causes may include but are not limited to acts of God or of the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, and unusually severe weather In every case, however, the failure to perform must be beyond the control and without the fault or negligence of the Recipient ARTICLE 22. NONDISCRIMINATION ON THE BASIS OF DISABILITY The Recipient agrees that no otherwise qualified person with disability(s) shall, solely by reason of his/her disability, be excluded from participation in, be denied the benefits of, or otherwise be subject to discrimination under the project The Recipient shall insure that all fixed facility construction or alteration and all new equipment included in the project comply with applicable regulations set forth at 49 CFR 27, Nondiscrimination on the Basis of Handicap in Programs and Activities Receiving or Benefiting from Federal Financial Assistance, and the Americans with Disabilities Act ARTICLE 23. DISADVANTAGED BUSINESS ENTERPRISE PROGRAM REQUIREMENTS It is the policy of the United States Department of Transportation (USDOT) that Disadvantaged Business Enterprises (DBE) as defined in 49 CFR Part 26 shall have the opportunity to participate in the performance of contracts financed in whole or in part with Federal funds Consequently, the DBE and the Department DBE Program requirements of 49 CFR Part 26 apply to this grant agreement as follows 1 The Subrecipient and any subcontractor will offer DBEs, as defined in 49 CFR Part 26 Subpart A, the opportunity to compete fairly for contracts and subcontracts financed in whole or in part with Federal funds In this regard, the Subrecipient shall make a good faith effort to meet the DBE goal for this grant agreement 2 The Subrecipient and any subcontractor shall not discriminate on the basis of race, color, national origin or sex in the award and performance of contracts funded in whole or in part with Federal funds The Subrecipient and any subcontractor shall carry out 11 ARTICLE 23. DISADVANTAGED BUSINESS ENTERPRISE PROGRAM REQUIREMENTS (cont.) applicable requirements of 49 CFR Part 26 in the award and administration of USDOT assisted contracts 3. These requirements shall be physically included in any subcontract 4. The percentage goal for Disadvantaged Business Enterprise participation in the activities to be performed under this grant agreement is a minimum of 3% of the Contract dollars available for contracting opportunities as set forth in 49 CFR Part 26 5. Failure to carry out the requirements set forth above shall constitute a material breach of this grant agreement and, after the notification of the State, may result in termination of the grant agreement by the State or other such remedy as the State deems appropriate ARTICLE 24. EQUAL EMPLOYMENT OPPORTUNITY The Recipient agrees to comply with Executive Order 11246 titled 'Equal Employment Opportunity" as amended by Executive Order 11375 and as supplemented in Department of Labor Regulations 41 CFR Part 60 ARTICLE 25 AFFIRMATIVE ACTION The Recipient warrants that affirmative action programs as required by the rules and regulations of the Secretary of Labor 41 CFR 60-1 and 60-2 have been developed and are on file ARTICLE 26. CLEAN AIR AND WATER If the Grant Agreement exceeds $100,000, the Recipient will comply with all applicable standards, orders or requirements issued under Section 306 of the Clean Au Act (42 U S C 7401 et seq ), Section 508 of the Clean Water Act (33 U S C 1368), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR, Part 15) The Recipient further agrees to report violations to the State ARTICLE 27. ENERGY EFFICIENCY The Recipient will recognize standards and policies relating to energy efficiency which may be contained in a State energy conservation plan issued in compliance with the Energy Policy and Conservation Act (P L 94-163) ARTICLE 28. SUBSTANCE ABUSE A The Recipient agrees to establish and implement a drug and alcohol testing program that complies with 49 CFR Parts 653 and 654, produce any documentation necessary to establish its compliance with Parts 653 and 654, and permit any authorized representative of the U S Department of Transportation or the State to inspect the facilities, testing process, and records associated with the implementation of the drug and alcohol testing program as required under 49 CFR Parts 653 and 654 B. The Recipient will certify compliance with 49 CFR Parts 653 and 654 on or before September 1 of each year 12 ARTICLE 28. SUBSTANCE ABUSE (cont.) C. The Recipient will submit a copy of the required Management Information System (MIS) reports on or before March 15 each year ARTICLE 29. FEDERAL PRIVACY ACT A. The Recipient will comply with and assures the compliance of its employees with the information restrictions and other applicable requirements of the Privacy Act of 1974, 5 USC §552a The Recipient will not operate a system of records on behalf of the federal government without the express consent of the State and Federal Government The Recipient understands that the requirements of the Privacy Act, including the civil and criminal penalties for violation of that Act, apply to those individuals involved, and that failure to comply with the terms of the Privacy Act may result in termination of the underlying Grant Agreement B The Recipient also agrees to include these requirements in each subcontract to administer any system of records on behalf of the federal government financed in whole or in part with federal assistance provided by FTA ARTICLE 30. PROHIBITED ACTIVITIES A Neither the Recipient nor any subcontractor shall use federal or state assistance funds for publicity or propaganda purposes designed to support or defeat legislation pending before Congress or the Texas Legislature B No member of or delegate to the Congress of the United States shall be admitted to any share or part of this Grant Agreement or to any benefit arising therefrom C No member, officer or employee of the Recipient during his tenure or one year thereafter shall have any interest, direct or indirect, in this Grant Agreement or the proceeds thereof D Texas Transportation Commission policy mandates that employees of the Texas Department of Transportation (TxDOT) shall not accept any benefits, gifts or favors from any person doing business or who reasonably speaking may do business with the State under this Grant Agreement The only exceptions allowed are ordinary business lunches and items that have received the advanced written approval of TxDOT's Executive Director Any persons doing business with or who may reasonably speaking do business with the State under this Grant Agreement may not make any offer of benefits, gifts or favors to TxDOT employees, except as mentioned here above Failure on the part of the Recipient to adhere to this policy may result in the termination of this Grant Agreement E The Recipient will comply with Texas Government Code, Chapter 573, by insuring that no officer, employee or member of the Recipient's governing board or of the Recipient's contractors or subcontractors shall vote or confirm the employment of any person related within the second degree by affinity or third degree by consanguinity to any member of the governing body or to any other officer or employee authorized to employ or supervise such person This prohibition shall not prohibit the employment of a person who shall have been continuously employed for a period of two years prior to the election or appointment of the officer, employee, governing body member related to such person in the prohibited degree 13 ARTICLE 31. PUBLIC INFORMATION The Recipient will insure that all information collected, assembled or maintained by the applicant relative to this project shall be available to the public during normal business hours in compliance with Texas Government Code, Chapter 552 unless otherwise expressly provided by law ARTICLE 32.OPEN MEETINGS The Recipient will comply with Texas Government Code, Chapter 551, which requires all regular, special or called meetings of governmental bodies to be open to the public, except as otherwise provided by law or specifically permitted in the Texas Constitution ARTICLE 33. INDEMNIFICATION A. To the extent possible by law, the Recipient shall indemnify and save harmless the State from all claims and liability due to activities of its agents, employees or volunteers performed under this agreement and which result from an error, omission or negligent act of the Recipient or of any person employed by the Recipient B. To the extent possible by law, the Recipient shall also save harmless the State from any and all expenses, including attorney fees, which might be incurred by the State in litigation or otherwise resisting said claim or liabilities which might be imposed on the State as a result of activities by the Recipient, its agents, employees or volunteers C. To the extent possible by law, the Recipient agrees to protect, indemnify, and save harmless the State from and against all claims, demands and causes of action of every kind and character brought by any volunteer or employee of the Recipient against the State due to personal injuries and/or death to such employee resulting from any alleged negligent act, by either commission or omission on the part of the Recipient D. The Recipient acknowledges that it is not an agent, servant or employee of the State and that it is responsible for its own acts and deeds and for those of its agents, employees or volunteers during the performance of the Grant Agreement ARTICLE 34. INTELLECTUAL PROPERTY RIGHTS If any invention, improvement or discovery of the Recipient or any of its subcontractors is conceived or first actually reduced to practice in the course of or under this grant, which invention, improvement or discovery may be patentable under the Patent Laws of the United States of America or any foreign country, and if said invention, improvement or discovery has not already become the property of the State, the Recipient shall immediately notify the State and provide a detailed report The rights and responsibilities of the State, the Recipient, any subcontractor and the United States Government with respect to such invention will be determined in accordance with applicable laws, regulations, policies and any waivers thereof Further, the Recipient shall comply with the provisions of 41 CFR, Part 1.9 The State and the U S Department of Transportation shall have the royalty -free, non-exclusive and irrevocable right to reproduce, publish or otherwise use, and to authorize others to use the work for government purposes 14 ARTICLE 35. COMPLIANCE WITH LAWS The Subrecipient shall comply with all federal, state and local laws, statutes, ordinances, rules and regulations, including the Nonurbamzed Area Formula Program Guidance and Grant Application Instructions (FTA C 9040 1E), Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments (49 CFR Part 18), the Uniform Administrative Requirements for Grants and Agreements with Institutions of Higher Education, Hospitals, and other Non -Profit Organizations (49 CFR Part19) and the orders and decrees of any courts or administrative bodies or tribunals in any matter affecting the performance of this grant, including without limitation workers' compensation laws, minimum and maximum salary and wage statutes and regulations, nondiscrimination laws and regulations, and licensing laws and regulations When required, the Subrecipient shall furnish the State with satisfactory proof of compliance therewith ARTICLE 36 NONCOLLUSION The Recipient warrants that it has not employed or retained any company or person, other than a bona fide employee working for the firm, to solicit or secure this grant, and that it has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other consideration contingent upon or resulting from the award or making of this grant If the Recipient breaches or violates this warranty, the State shall have the right to annul this agreement without liability or, in its discretion, to deduct from the grant price or consideration, or otherwise recover, the full amount of such fee, commission, brokerage fee, gift, or contingent fee ARTICLE 37. RESTRICTIONS ON LOBBYING Pursuant to Section 31 U S C 1352, 49 CFR Part 19 and 49 CFR Part 20, Contractors who apply or bid for an award of $100,000 or more shall file the certification required by 49 CFR Part 20 which generally prohibits Recipients of federal funds from using those monies for lobbying purposes When applicable, the Recipient will furnish the State the required certification ARTICLE 38. SUSPENSION AND DEBARMENT The terms of the Department of Transportation regulation, "Suspension and Debarment of Participants in DOT Financial Assistance Programs," set forth in Executive Order 12549 and implemented by 49 CFR Part 29, are applicable to this Grant Agreement Furthermore, any Recipient employed by the Recipient is also bound by the terms of 49 CFR Part 29 and must complete a Lower Tier Participant Debarment Certification The Recipient warrants that the debarment certification furnished as part of the application is current and valid ARTICLE 39. NONDISCRIMINATION The Recipient shall comply with the nondiscrimination provision attached hereto and labeled Attachment C, Nondiscrimination 15 ARTICLE 40. DELINQUENT TAX CERTIFICATION Pursuant to Article 2 45 of the Business Corporation Act, Texas Civil Statutes, which prohibits the State from awarding a contract to a corporation that is delinquent in paying taxes under Chapter 171, Tax Code, the Recipient hereby certifies that it is not delinquent in its Texas franchise tax payments, or that it is exempt from or not subject to such tax A false statement concerning the Recipient's franchise tax status shall constitute grounds for cancellation of the Grant Agreement at the sole option of the State ARTICLE 41 PROGRAM INCOME A Except for income from royalties and proceeds from the sale of real property or equipment, the Recipient shall retain program income and apply such income to allowable capital or operating expenses Program income from royalties and proceeds from sale of real property or equipment shall be handled as specified in 49 CFR 18 34 (Copyrights), 49 CFR 18 31 (Real Property) and 49 CFR 18 32 (Equipment) B The Recipient shall comply with standards governing the receipt and application of program income as set forth in 49 CFR 18 25, Program Income Program income means gross income received by the Recipient directly generated by a grant supported activity, or earned only as a result of this Grant Agreement during the time period specified in Article 1, Grant Period C. Program income includes income from fees for services performed, from the use or rental of real or personal property acquired with grant funds, from the sale of commodities or items fabricated under a Grant Agreement, and from payments of principal and interest on loans made with grant funds Except as otherwise provided in federal regulations, program income does not include grant funds, rebates, credits, discounts, refunds, and the interest earned on any of these receipts ARTICLE 42. SUCCESSORS AND ASSIGNS The Recipient binds himself, his successors, assigns, executors and administrators in respect to all covenants of this agreement The Recipient shall not sign, sublet or transfer his interest in this agreement without the written consent of the State ARTICLE 43. LEGAL CONSTRUCTION In case any one or more of the provisions contained in this agreement shall for any reason 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 ARTICLE 44. CHANGES IN FEDERAL REGULATIONS As a Recipient of federal funds, the Recipient is required to comply with all applicable FTA regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the agreement (Form FTA MA (2) dated October, 1995) between Purchaser and FTA , as they may be amended or promulgated from time to time during the term of this Grant Agreement Recipient's failure to so comply shall constitute a material breach of this Grant Agreement L ARTICLE 45. PRIOR AGREEMENTS This agreement constitutes the sole and only agreement of the parties hereto and supersedes any prior understandings or written or oral agreements between the parties respecting the public transportation grant specifically authorized and funded under this agreement ARTICLE 46. INCORPORATION OF FEDERAL REQUIREMENTS This Grant Agreement includes terms and conditions required by the U S Department of Transportation All contractual provisions required by the U S Department of Transportation, as set forth in FTA Circular 4220 1D, dated April 15, 1996, are hereby incorporated by reference Notwithstanding anything herein to the contrary and except as provided in State law, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this agreement The Recipient shall not perform any act, fail to perform any act, or refuse to comply with any State request which would cause the State to be in violation of federal terms and conditions or state law ARTICLE 47. SPECIAL PROVISIONS FOR CONSTRUCTION AND REPAIR A. Work Hours and Safety Standards The Recipient agrees to comply with Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U S C Part 327-330) as supplemented by Department of Labor regulations (29 CFR, Part 5) B Copeland "Anti -Kickback" Act The Recipient agrees to comply with the Copeland "Anti -Kickback" Act (18 U S C 874) as supplemented in Department of Labor regulations (29 CFR, Part 3) C Davis -Bacon Act The Recipient agrees to comply with the provisions of the Davis -Bacon Act (40 U S C 276a-276a-5) as supplemented by Department of Labor regulations (29 CFR, Part 5) D. Relocation and Land Acquisition The terms of the U S Department of Transportation regulations "Uniform Relocation and Real Property Acquisition for Federal and Federally Assisted Programs" 49 CFR Part 25 are applicable to this Grant Agreement E Insurance and Bonding The Recipient shall comply with insurance and bonding requirements as established in 49 CFR Part 18 F Signs The Recipient shall cause to be erected at the site of construction, and maintained during construction, signs satisfactory to the State and the U S Department of Transportation identifying the project and indicating that the Government is participating in the development of the project G Seismic Safety 17 ARTICLE 47. SPECIAL PROVISIONS FOR CONSTRUCTION AND REPAIR (cont ) The Recipient agrees that any new building or addition to an existing building will be designed and constructed in accordance with the standards for Seismic Safety required in U S Department of Transportation Seismic Safety Regulations 49 CFR Part 41 and will certify to compliance to the extent required by the regulation The Recipient also agrees to ensure that all work performed under this Grant Agreement including work performed by a subcontractor is in compliance with the standards required by the Seismic Safety Regulations and the certification of compliance issued on the project ARTICLE 48. BUY TEXAS The Subrecipient shall buy Texas products and materials for use in providing the services authorized in this contract when these products and materials are available at a comparable price and in a comparable period of time When requested by the State, the (vendor, contractor, provider, consultant, technical expert etc ), shall furnish documentation of these purchases or a description of good faith efforts to do so ARTICLE 49. DEBT TO THE STATE If the comptroller is currently prohibited from issuing a warrant to Subrecipient because of a debt owed to the state, then the Subreciptent agrees that any payments owing under the contract will be applied towards the debt or delinquent taxes until the debt or delinquent taxes are paid in full ARTICLE 50. SIGNATORY WARRANTY The undersigned signatory for the Subrecipient hereby represents and warrants that he/she is an officer of the organization for which he/she has executed this agreement and that he/she has full and complete authority to enter into this agreement on behalf of the organization In IN TESTIMONY WHEREOF, the parties hereto have caused these presents to be executed to duplicate counterparts THE STATE OF TEXAS Certified as being executed for the purpose and effect of activating and/or carrying out the orders, established policies, or work programs heretofore approved and authorized by the Texas Transportation Commission under the authority of Minute Order 107876 Jay Nelson, Dallas District Engineer Date S,gnature Of uthor Officer/Date Michael W, �Se_Z Typed or Printed Name Recipient Name City of Denton Service Area City of Denton RECIPIENT 19 ATTACHMENT A APPROVED PROJECT DESCRIPTION The application for State assistance for Section 5307, as submitted to the Department in June -July 2000 is hereby incorporated into this agreement as the project description a Describe the services to be provided by your agency/organization If fixed routes are included, describe the complementary paratransit system Types of Service X 1) Fixed Route (non commuter) Fixed route service is provided within the city limits of Denton along eight (8) — thirty minutes operated with one hour headways during the hour of 6 am — 9 pm M F and 9am — 6 pm on Sat All vehicles are lift equipped The regular fare for this service is $ 75 $ 50 for children 6 — 18 and $ 35 for seniors and persons with disabilities X 2) Complementary Paratransn to Fixed Route This service is provided for persons with qualifying disabilities as established in the Americans with Disabilities Act who are unable to access the fixed route system and is operated during the same hours as the fixed route The service area extends r/4 mile beyond the fixed route boundaries The regular fare for this service is $1 50 3) Passenger Rail 4) Demand Response Systems 5) Commuter Service b List service area, population served Describe any unnerved areas in the urban transit district, and any plans to provide transportation to such areas The fixed route service area is approximately 54 square miles (the Denton urbanized area) with a population of 79,250 Within the urbanized area there are a few areas that are not served directly by the fixed route (within 3/4 mile) Persons in these areas are served using a Dial -a -Ride system where a vehicle is dispatched to transport passengers to the closest fixed route bus stop c Describe any proposed or existing contracts that will affect the Section 5307 system (maintenance, dispatching, etc ) d Explain what steps you have taken to coordinate the proposed service with each of the other transportation providers (both public and private) in your area Attach any agreements, letters of support, minutes of meetings, etc , to proposal The City of Denton is the designated provider in the Denton urbanized area However, we contract services with the Denton County transportation provider, SPAN e Describe any charter services provided None 20 Category Capital State and Local Small Urban Public 71rnnsportanon Grant Agreement Attachment E Appro v ed Prate c t Budget Effective Date September 1, 2000 Project Completion Date August 31, 2001 Subrecipient City of Denton Slate Contract Number 51118F3007 State Project Number ORB 0101(18) Apportionment Year FFY200OSFY2001 Description Tend Federal state Local Planning Planning Assistance Operating Operating Assistance $9915000 $7932000 $000 $1983000 $000 $000 $000 $000 $000 $000 $000 $000 $000 $000 $000 $000 $9915000 $7932000 $000 $1983000 $000 $000 $000 $000 $60602000 $29200000 $20385000 $11017000 Project Totals $705,17000 $371,32000 $203,85000 $130,00000 Maximum Reimburseable Amount 21 $203,850.00 ATTACHMENT C NONDISCRIMINATION During the performance of this Grant agreement, the Recipient, for itself, its assignees and successors in interest agrees as follows 1 CoMR11ance with Regulations• The Recipient shall comply with the regulations relative to nondiscrimination in federally assisted programs of the U S Department of Transportation (hereinafter U S DOT) 49 CFR Part 21 and with 23 CFR Part 710 405(b), as they may be amended from time to time (hereinafter referred to as the Regulation), which are herein incorporated by reference and made a part of this grant agreement 2 Nondiscrmmnation: The Recipient, with regard to the work performed by it during the grant agreement, shall not discriminate on the grounds of race, color, sex, creed , age or national origin in the selection and retention of subcontractors, including procurement of materials and leases of equipment The Recipient shall not participate either directly or indirectly in the discrimination prohibited by section 215 of the Regulations, including employment practices when the grant agreement covers a program set forth in Appendix B of the Regulation 3 Solicitation for Subgrant agreements. Including Procurement of Materials and EauinMent• In all solicitations either by competitive bidding or negotiation made by the Recipient for work to be performed under a subcontract, including procurement of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Recipient of the Recipient's obligations under this grant agreement and the Regulation relative to nondiscrimination on the grounds of race, color, sex, creed, age or national origin 4 Information and Reports The Recipient shall provide all information and reports required by the Regulation or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the State or the Federal Transit Administration (FTA) to be pertinent to ascertain compliance with such Regulation, orders and instructions Where any information required of a Recipient is in the exclusive possession of another who fails or refuses to furnish this information, the Recipient shall so certify to the State, or the Federal Transit Administration, as appropriate, and shall set forth what efforts it has made to obtain the information 5 Sanctions for Noncompliance: In the event of the Recipient's noncompliance with the nondiscrimination provisions of this grant agreement, the State shall impose such sanctions as it or the Federal Transit Administration may determine to be appropriate, including, but not limited to (a) Withholding of payments to the Recipient under the grant agreement until the Recipient complies, and/or (b) Cancellation, termination or suspension of the grant agreement, in whole or in part 6 Incorporation of Provisions- The Recipient shall include the provisions of paragraphs (1) through (6) in every subcontract, including procurement of materials and leases of equipment, unless exempt by the Regulation, or directives issued pursuant thereto The 22 Recipient shall take such action with respect to any subcontract or procurement as the State or the Federal Transit Administration may direct as a means of enforcing such provisions including sanctions for noncompliance Provided, however, that, in the event a Recipient becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, the Recipient may request the State to enter into such litigation to protect the interests of the State, and, in addition, the Recipient may request the United States Department of Transportation to enter into such litigation to protect the interests of the United States 23 Attachment D, Labor Protection LANGUAGE FOR INCORPORATION INTO THE CONTRACT OF ASSISTANCE The Public Body, City of Denton, agrees that the following terms and conditions shall apply for the protection of employees in the mass passenger transportation industry in the area of the project 1 The project shall be carried out in such a manner and upon such terms and conditions as will not adversely affect employees in the mass passenger transportation industry within the service area of the project 2 All rights, privileges, and benefits (including pension rights and benefits) of employees (including employees already retired) shall be preserved and continued 3 The Public Body shall be financially responsible for any deprivation of employment or other worsening of employment position as a result of the project 4 In the event an employee is terminated or laid off as a result of the project, he shall be granted priority of employment or reemployment to fill any vacant position for which he or she is, or by training or retraining can become, qualified In the event training is required by such employment or reemployment, the Public Body shall provide or provide for such training or retraining at no cost to the employee 5 Any employee who is laid off or otherwise deprived of employment or placed in a worse position with respect to compensation, hours, working conditions, fringe benefits, or rights and privileges pertaining thereto at any time during his or her employment as a result of the project, including any program of efficiencies or economies directly or indirectly related thereto, shall be entitled to receive any applicable rights, privileges and benefits as specified in the employee protective arrangement certified by the Secretary of Labor under Section 405 (b) of the Rail Passenger Service Act of 1970 on April 16, 1971 An employee shall not be regarded as deprived of employment or placed in a worse position with respect to compensation, etc , in case of his or her resignation, death, retirement, dismissal for cause, or failure to work due to disability or discipline The phrase "as a result of the project" as used herein shall include events occurring in anticipation of, during, and subsequent to the project 6 In the event any provision of these conditions is held to the invalid or otherwise unenforceable, the Public Body, the employees and/or their representatives may invoke the jurisdiction of the Secretary of Labor to determine substitute fair and equitable employee protective arrangements which shall be incorporated in these conditions 7 The Public Body agrees that any controversy respecting the project's effects upon employees, the interpretation or application of these conditions and the disposition of 24 any claim ansmg hereunder may be submitted by any party to the dispute including the employees or their representative for determination by the Secretary of Labor, whose decision shall be final 8 The Public Body shall maintain and keep on file all relevant books and records in sufficient detail as to provide the basic information necessary to the making of the decisions called for in the preceding paragraph 9 The Public Body will post, in a prominent and accessible place, a notice stating that the Public Body is a recipient of Federal assistance under the Federal Transit Act and has agreed to comply with the provisions of 49 U S C , Section 5333 (b) "The notice shall also specify the terms and conditions set forth herein for the protection of employees " 0P ONTFAGT 25 ORDINANCE NO fbV 6 -3(0J5A AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER TO EXECUTE A FIRST AMENDMENT TO THE INTERRRUPTIBLE NATURAL GAS TRANSPORTATION AGREEMENT BY AND BETWEEN THE CITY OF DENTON AND TXU LONE STAR PIPELINE, A DIVISION OF TXU GAS COMPANY, DATED DECEMBER 14, 1999, PERTAINING TO NATURAL GAS REQUIREMENTS FURNISHED TO THE SPENCER STEAM POWER PLANT, AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR, PROVIDING FOR RETROACTIVE EFFECT OF THE FIRST AMENDMENT TO THE AGREEMENT, AND PROVIDING AN EFFECTIVE DATE WHEREAS, Denton Municipal Electric ("DME") is a municipally owned electric utility which qualifies as a "Public Power Utility" under the provisions of Senate Bill 7 enacted by the 76ih Texas Legislature DME Staff has determined that it is necessary at this time to continue acquiring natural gas to provide for and supply the natural gas fuel needs and requirements for its Production Division located at the Spencer Steam Power Plant in order for it to produce and generate electric energy to DME's customers, and WHEREAS, on the 10 day of December, 1999, the City Council, by Ordinance, approved the Interruptible Natural Gas Transportation Agreement (the "Agreement") by and between the City of Denton and TXU Lone Star Pipeline ("TXU LSP"), and since the approval of said Agreement, the City and TXU LSP have performed under said Agreement, and have recognized, by studying the historic operating data of the Spencer Steam Power Plant, that it is appropriate to amend the Agreement to provide for an alternate fee structure, and that they jointly propose to amend the Agreement to provide for another contractual fee structure, which amendment shall be effective as of July 1, 2000, and WHEREAS, the gas utility services provided for in the Interruptible Natural Gas Transportation Agreement ("Agreement") and the contemplated First Amendment thereto, are exempted from competitive bidding requirements under the sole source exception to the competitive bidding statute, as gas utility services that are available from one source because of natural monopolies, as provided by Section 252 022 (a)(7)(C) of the Texas Local Government Code, and WHEREAS, in accordance with the provisions of Section 551 086 of the Texas Government Code, after public notice, the City Council, a "Public Power Utility Governing Body" under Senate Bill 7, has discussed, deliberated, and considered the matter of the First Amendment to Agreement in a Closed Meeting on the 26`h day of September, 2000, after determining by a preliminary majority vote of its members, that the consideration of this First Amendment to Agreement is related to DME's competitive activity, including commercial information, which if disclosed, would give advantage to its competitors or prospective competitors, and the City Council, by a vote taken in said Closed Meeting, voted for approval of the Agreement, and WHEREAS, the City Council has further determined that the First Amendment to Agreement to be entered into by and between the City and TXU Lone Star Pipeline, a Division of TXU Gas Company, a Texas Corporation should be excepted from any public disclosure, as permitted by the provisions of Section 552 131 of the Texas Government Code, as a document that is reasonably related to a competitive electric matter, the disclosure of which document would provide an advantage to DME's competitors or prospective competitors, and WHEREAS, the City Council deems it in the public interest for the City of Denton to enter into the First Amendment to Agreement, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION 1 That the recitations and findings set forth in the Preamble heremabove are hereby approved and made a part of this Ordinance SECTION 2 That the City Manager is hereby authorized to execute a First Amendment to the Interruptible Natural Gas Transportation Agreement (herein, the "First Amendment to Agreement") by and between the City of Denton, Texas and TXU Lone Star Pipeline, a Division of TXU Gas Company, a Texas Corporation, for natural gas requirements furnished to the Spencer Steam Power Plant of Denton Municipal Electric, in substantially the form of the First Amendment to Agreement attached hereto and incorporated herewith by reference SECTION 3 That following the execution and delivery of the First Amendment to Agreement, the City Secretary is hereby directed to seal and maintain said First Amendment to Agreement in her custody and control, as a document excepted from public disclosure under the provisions of Section 552 131 of the Texas Government Code (the "Public Power Exception"), unless otherwise lawfully ordered to disclose said First Amendment to Agreement SECTION 4 That the expenditure of funds as provided in the attached First Amendment to Agreement is hereby authorized SECTION 5 That the above and foregoing First Amendment to Agreement is hereby ratified, confirmed, and retroactively approved, and shall be effective from and after July 1, 2000 SECTION 6 That except as otherwise provided in Section 5 hereinabove, this ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED this tha647day of , 2000 ,t ► dL EULINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY By APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY By AJA CcaU S \Our Documents\Ordmancas\00\TXU Lone Star Pipeline Gas Trspt K I at Amend -Spencer Plant Ord doc