1993-154E WPDOCS\RES\USED OIL
NO 23-1
AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE, ON BEHALF OF
THE CITY OF DENTON, AN INTERLOCAL AGREEMENT WITH THE TEXAS WATER
COMMISSION FOR THE ACCEPTANCE OF GRANT FUNDS TO BE UTILIZED TO
IMPLEMENT A USED-OIL RECYCLING PROGRAM, AND PROVIDING FOR AN
EFFECTIVE DATE
WHEREAS, the City of Denton submitted a proposal to the Texas
Water Commission to receive grant funds in order to establish a
used-oiil recycling program= and
WHEREAS, the City of Denton has been selected by the Texas
Water Commission to receive said grant funds, NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
mSEfTION I That the City Manager is hereby authorized to
execute on behalf of the City of Denton, Texas, an interlocal
agreement with the Texas Water Commission to receive grant funds
for the implementation of a used-oil recycling program, a copy of
which is attached hereto
SEQTION II That the City Council authorizes the expenditure
of funds in accordance with the terms of the Agreement
-SECT - IQN III That this ordinance shall take effect immediately
from and after its passage
PASSED AND APPROVED this the ~~day of 1993
61
ATTEST
BY
WALTERS, CITY
APOOVF D AS' TO LEGAL FORM
D RA A DRAYOVITCH, CITY ATTORNEY
BY
Contract Number 3100000136
THE STATE OF TEXAS
COUNTY OF TRAVIS
INTERLOCAL CONTRACT
THIS INTERLOCAL (INTERGOVERNMENTAL) CONTRACT ("Contract") is
entered into by and between the Governmental Entities shown below
as "Contracting Parties", pursuant to the authority granted by, and
in compliance with, the provisions of the "Interlocal Cooperation
Act," TEXAS GOVERNMENT CODE, Chapter 791.
I. CONTRACTING PARTIES:
The Funding Agency: Texas Water Commission (TWC)
The Performing Party: City of Denton
II. SERVICES TO BE PERFORMED:
See "Attachment A - Scope of Services"
III. SCHEDULE FOR ACTIVITIES OR SERVICES:
See "Attachment B - Schedule of Deliverables"
IV. BASIS FOR CALCULATING REIMBURSABLE COSTS:
See "Attachment C - Eligible Reimbursable Costs and
Payment Procedures"
V. CONTRACT AMOUNT:
The total cost of services to be performed in connection
with this Contract is: Twenty thousand and seventy
dollars $20,070.00.
VI. ADDITIONAL CONTRACT PROVISIONS:
See "Attachment D - Additional Contract Provisions"
VII. ATTACHMENTS:
Attachments "A - D" are attached
hereby incorporated herein and
Contract for all purposes.
VIII. TERM OF CONTRACT:
This Contract begins August 1,
October 31, 1993.
to this Contract and are
made a part of this
1993, and terminates
The TEXAS WATER COMMISSION (FUNDING AGENCY) certifies that it has
the authority to contract for the above services by authority
granted in the Current Appropriations Act; TEXAS WATER CODE, §5.229
and HEALTH and SAFETY CODE §§371.061, as added by Senate Bill 1340
of the 72nd Texas Legislature.
The PERFORMING PARTY certifies that it has authority to perform the
services contracted for by authority granted in the "Interlocal
Cooperation Act," TEXAS GOVERNMENT CODE, Chapter 791. Also included
is a copy of the City of Denton Resolution dated June 1, 1993.
FUNDING AGENCY
Texas Water Commission
(Name of Agency)
By:
(Authorized Signature)
(Printed Name)
(Title)
Date:
PERFORMING PARTY
City of Denton
( e of Pa t -yA
B
(Authorized Signature)
Up,id v. /4, re,fl
,(Printed Name)
(Titles
? 3
Date: 3 ~
THIS CONTRACT DOES NOT REQUIRE APPROVAL BY THE GENERAL SERVICES
COMMISSION
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
,
BY: l
APP ED TO LEGAL FORM:
DE A. P.AYOVITCH, CITY ATTORNEY
BY:
ATTACHMENT A
SCOPE OF SERVICES
ARTICLE I. USED-OIL RECYCLING PROGRAM IMPLEMENTATION
(a) The PERFORMING PARTY agrees to conduct activities to promote
and implement programs for the collection and recycling of
used-oil in areas currently either not served or under served
by other used-oil collection and recycling programs or
facilities. The purpose of this program is to reduce the
amount of used motor oil that is disposed of indiscriminately
by do-it-yourselfers (DIY) who change there own oil. This
shall be accomplished by increasing citizens, awareness of the
environmental hazards that used motor oil presents, and by
stressing the importance of the recovery and reuse of used
motor oil.
(b) The PERFORMING PARTY proposes to prevent the harmful and
incorrect disposal of used motor oil through a used motor oil
collection program that will be available to all residents of
the City of Denton. Through this program, the PERFORMING PARTY
agrees to:
(1) collect used motor oil generated in the City of Denton,
thus diverting it from the solid waste streams;
(2) provide five (5) convenient collection locations that
shall be easily accessable to all residents of the City
of Denton to deposit their used-oil; and
(3) provide an educational and outreach campaign for citizens
by informing them through newspaper advertizements, radio
and television announcements (PSA's) and publications
about the hazards of used-oil.
(c) Under this Contract the PERFORMING PARTY agrees to provide
five (5) new collection locations for the residents to drop
off used-oil in the City of Denton. Three (3) of these
locations shall include a minimum of one (1) four hundred
sixty-five (465) gallon collection tank and the remaining two
(2) locations will each contain a two hundred seventy-five
(275) gallon collection tank. (All collection and storage
tanks shall be designed to control and prevent spillage. These
tanks shall include double containment capabilities and/or a
lined and bermed containment pit. Also, each collection site
shall include a bermed, spill prevention pad in the
loading/unloading area where the oil will be poured into the
storage tanks).
(d) The PERFORMING PARTY shall enter into a contract with a TWC
Contract Number 3100000136 Attachment A, Page No. 1
registered used-oil hauler/recycler to collect the used-oil
from the collection center.
(e) The PERFORMING PARTY shall accomplish all items or activities
listed as deliverables in Attachment B of this Contract.
(f) This Attachment, which sets forth under the Contract a
required scope of services for the proposed project, includes
the Narrative Proposal (Exhibit 1 and Exhibit 2) that was
submitted by the PERFORMING PARTY, in June, 1993, when
applying for funding from the Texas Water Commission (TWC) . In
the event any of the provisions of the narrative proposal,
incorporated as Exhibit 1 and Exhibit 2 to this Attachment,
conflict with that "Scope of Services" or with Attachment B of
this Contract (relating to Schedule of Deliverables), the
provisions of Articles 1 - 3, of this Attachment or Attachment
B shall prevail.
ARTICLE 2. REPORTING
Using the format provided by the FUNDING AGENCY, the PERFORMING
PARTY shall provide to the FUNDING AGENCY written progress reports
concerning the overall performance of this Contract. The progress
reports shall document accomplishments and units of work performed,
including all activities performed by any subcontractors. The first
progress report shall be due on August 31, 1993 and the final
progress report shall be due on October 31, 1993. Completed report
forms should be mailed or delivered to the attention of the
"Municipal Solid Waste Grants Coordinator," at the following
address:
Texas Water Commission
Municipal Solid Waste Division
P.O. Box 13087
Austin, Texas 78711-3087
ARTICLE 3. REGISTRATION OF COLLECTION CENTERS
Using the forms provided by the FUNDING AGENCY, the PERFORMING
PARTY shall provide the required information, for each of the
collection centers established during this contract, to become
registered by the Texas Water Commission as a collection center for
used oil. The registration information shall be provided by the
PERFORMING PARTY prior to the termination date of this contract and
and prior to collection/acceptance of any used oil at such centers.
The PERFORMING PARTY also shall continue to maintain current
facility registration requirements and submit required annual
reports to the Texas Water Commission after completion of this
Contract.
Contract Number 3100000136 Attachment A, Page No. 2
Registration as a used-oil transporter shall be required of any
entity who transports amounts of used-oil that exceeds the
guidelines allowed by the Federal Register 40 CFR 279, Subpart E
"Standards for Used-Oil Transporter and Transfer Facilities."
Contract Number 3100000136 Attachment A, Page No. 3
NUMBER 13 WORK PROGRAM
THE CITY OF DENTON IS CURRENTLY WORKING ON THE CONSTRUCTION OF A
PERMANENT USED OIL COLLECTION FACILITY TO BE LOCATED AT THE SOUTH
END OF THE CITY'S SERVICE CENTER GARAGE ALONG CRAWFORD STREET.
THIS FACILITY IS THE RESULT OF A USED OIL GRANT BY THE NORTH
TEXAS COUNCIL OF GOVERNMENTS. THE CITY OF DENTON IS AWARE THAT
THIS TYPE OF FACILITY IS NEEDED TO MITIGATE THE PROBLEMS THAT
RESULT WHEN HOUSEHOLD GENERATED USED OIL IS SIMPLY MIXED WITH
HOUSEHOLD SOLID WASTES AND LANDFILLED OR IT IS POURED ON THE
GROUND OR INTO THE STREET. THE POTENTIAL FOR GROUNDWATER
CONTAMINATION AND THE ENDANGERMENT TO HUMAN HEALTH OR THE
ENVIRONMENT THAT RESULTS ARE BECOMING INCREASINGLY SERIOUS
PROBLEMS. DENTON'S PERSONAL VEHICLE POPULATION IS ESTIMATED TO
GENERATE OVER 45,000 GALLONS OF USED OIL FROM DO-IT-YOURSELFERS
ALONE. IN ORDER TO PROMOTE THE SAFE DISPOSAL AND RECYCLING OF
USED OIL TO THIS TARGET GROUP WE WOULD LIKE TO MAKE ACCESS TO
USED OIL COLLECTION CONTAINERS AS EASY AS POSSIBLE.
THAT IS WHY WE INTEND TO PROVIDE REGIONALLY LOCATED USED OIL
COLLECTION CONTAINERS THROUGHOUT THE CITY. THE CONTAINERS WOULD
BE LOCATED AT THE FIVE OUTLYING FIRE STATIONS. THE LOCATIONS OF
THESE STATIONS IN THE VARIOUS PARTS OF THE CITY WILL MAKE THEM
IDEAL SITES. THE FACT THAT THREE OF THE FIVE SITES ARE CURRENTLY
BEING USED AS NEWSPAPER RECYCLING LOCATIONS AND ONE OF THE
REMAINING TWO SITES IS IN CLOSE PROXIMITY TO ONE OF THE CITY'S
DROP OFF RECYCLING SITES SIMPLY REINFORCES OUR DECISION.
ANOTHER REASON FOR LOCATING THE CONTAINERS AT THESE STATIONS IS
BECAUSE THEY ARE MANNED 24 HOURS A DAY, SEVEN DAYS A WEEK. THIS
WILL REDUCE THE POTENTIAL FOR VANDALISM AND/OR CONTAMINATION OF
THE CONTAINER'S CONTENTS.
TO PUBLICIZE THE USED OIL COLLECTION SITES, THE CITY WILL UTILIZE
THE LOCAL PRINT MEDIA THROUGH A SERIES OF NEWSPAPER ARTICLES AND
ADVERTISEMENTS. IN ADDITION, THE LOCATIONS OF THESE SITES WILL
BE ADDED TO THE PROMOTION AND EDUCATIONAL MATERIALS THAT ARE
ALREADY BEING DEVELOPED FOR THE ORIGINAL PERMANENT USED OIL
COLLECTION SITE AT THE MUNICIPAL SERVICE GARAGE.
010
A TOTAL OF $20,5?9.31- IS REQUESTED TO FUND THIS PROJECT TO BE
EXPENDED AS FOLLOWS:
AN INTERN ON A PART TIME BASIS TO COORDINATE THE PROJECT AND
PREPARE ADS AND OTHER PROMOTIONAL MATERIALS (240 HOURS)-
$1476.00
FIVE USED OIL COLLECTION CONTAINERS- $9995.00
CONCRETE PADS AT EACH OF THE FIVE SITES TO PLACE THE
CONTAINERS ON- $6142.00
ON SITE INSTRUCTIONAL AND INFORMATION SIGNS AND MISC.
SUPPLIES- $850.00
PRINTING, ADS, AND OTHER PUBLICATIONS- $2000.00
DUE TO THE FACT THAT THE CITY IS ALREADY WORKING ON A USED OIL
COLLECTION PROGRAM, THIS PROJECT SHOULD BE SIMPLE TO IMPLEMENT.
THE DELIVERY TIME ON THE CONTAINERS IS 30 TO 45 DAYS. WHILE WE
ARE WAITING FOR THEM TO ARRIVE, WE WILL HAVE PLENTY OF TIME TO
CONSTRUCT THE CONCRETE PADS. THESE SITES COULD BE OPERATIONAL
WITHIN TWO MONTHS OF THE CONTRACT BEING SIGNED BY THE CITY OF
DENTON AND THE TEXAS WATER COMMISSION.
JULY 1, 1993- ORDER THE TANKS AND CONTACT THE CONCRETE WORK
CONTRACTOR
JULY 15, 1993- BEGIN CONSTRUCTION OF THE PADS
AUGUST 1, 1993- COMPLETE CONSTRUCTION OF THE PADS
AUGUST 15, 1993- TAKE DELIVERY OF THE USED OIL CONTAINERS
AUGUST 30, 1993- OPEN THE SITES TO THE PUBLIC
WE WILL BE USING THE SERVICES OF DALLAS OIL SERVICE COMPANY AS
OUR USED OIL COLLECTION VENDOR. THIS IS THE SAME COMPANY THAT
WILL BE SERVICING OUR PERMANENT COLLECTION FACILITY. DALLAS OIL
SERVICE CO. REPRESENTATIVE, MR. ERNIE SLAUGHTER, SAID THAT THE
USED OIL THEY COLLECT IS USED AS INDUSTRIAL HEATING OIL.
MONTHLY REPORTS WILL BE KEPT ON THE QUANTITIES OF USED OIL COL-
LECTED AT EACH SITE. THESE REPORTS WILL BE ANALYZED TO COMPARE
USAGE BETWEEN SITES. BECAUSE THE CONTAINERS ARE MOVEABLE, IT
WILL BE POSSIBLE TO CHANGE LOCATIONS OF A SITE IF IT PROVES TO BE
APPROPRIATE. THESE REPORTS WILL ALSO BE CALCULATED ON A YEARLY
BASIS AND MEASURED AGAINST THE ESTIMATED ANNUAL CITYWIDE HOUSE-
HOLD USED OIL GENERATION TO OBTAIN A DIVERSION PERCENTAGE.
ATTACHMENT B
SCHEDULE OF DELIVERABLES
PERFORMING PARTY FUNDING AGENCY
Ongoing Conduct required Scope Ongoing Provide information and
of Service activities support required under
in accordance with this Contract
Attachment A of this
Contract
Monthly Submit request for Monthly Review s u b m i t t e d
payment using state voucher and financial
purchase vouchers and status report; process
TWC Financial Status payment request
Reports (Form 269a)
08/15/93 IFB for DIY used-oil
recycling containers*
08/15/93 Public education
campaign
08/31/93 Submit first written
progress report
09/06/93 Review first written
progress report
09/30/93 Continue public
education campaign
10/31/93 Submit final written
progress report
11/06/93 Review final written
progress report
10/31/93 Submit final Financial
Status Report or by not
later than 45 days
after termination of
the contract
*IFB - Invitation for Bids
11/06/93 Review final Financial
Status Report
Contract Number 3100000136 Attachment B, Page No. 1
ATTACHMENT C
ELIGIBLE REIMBURSABLE COSTS AND PAYMENT PROCEDURES
ARTICLE 1. AUTHORIZED BUDGET FOR LOCAL USED-OIL RECYCLING
RECYCLING IMPLEMENTATION/COLLECTION PROJECTS
Total FUNDING AGENCY obligation, from the Used-Oil Recycling Fund, for
expenses (costs) authorized under this Contract for used-oil recycling
program implementation/collection projects, are as follows:
Personnel/Salary. . . .
. . . $ 1,476
Fringe Benefits . . . .
. . . . 117
Travel . . . . . . . . .
. . . . 00,000
Supplies . . . . . . . .
. . . . 850
Equipment . . . . . . .
. . . . 9,485
Construction. . . . . .
. . . . 00,000
Contractual . . . . . .
. . . . 6,142
* Other . . . . . . . . .
. . . . 2,000
Total Direct Costs . . . $ 20,070
Authorized Indirect Costs . . $ -0-
TOTAL PROJEC'T' COSTS. . . $ 20,070
PERFORMING PARTY Share. . . . $ 00,000
FUNDING AGENCY Share. . . . . $ 20,070
*Includes cost for advertizing campaign
**Includes cost for constructing sites for tanks
ARTICLE 2. AUTHORIZATIONS REQUIRED
In addition to the category-specific budgeted amount set forth in Article
1 of this Attachment, the following requirements to expend funds
available under this Contract are in effect:
(a) Travel-Related Costs. All travel related expenses of the PERFORMING
PARTY, whether for in-state or out-of-state travel, shall be claimed
at the same rates and guidelines, or at lesser rates than those
allowed by the State of Texas for its employees. Automobile mileage
shall be reimbursed at no more than 27.5 cents per mile; per diem
shall be for actual costs (lodging and meals) up to eighty ($80)
dollars per day per individual (maximum of twenty-five ($25) dollars
per day for meals and fifty-five ($55) dollars per day for lodging) .
Unless specifically authorized in Attachment A of this Contract, no
out-of-state travel expenses shall be eligible for reimbursement
Contract Number 3100000136 Attachment C, Page No. 1
unless such travel has been approved ahead of time, in writing, by
the FUNDING AGENCY. All travel for which expenses are claimed must
be in connection with the scope of work or services required under
Attachment A of this Contract and must be supported by funds
budgeted for "Travel" under Article 1 of this Attachment.
(b) Equipment Expenditures. Unless specifically authorized in Article
3 and budgeted under Article 1 of this Attachment, no purchases of
equipment (items costing more than five hundred ($500) dollars)
shall be eligible for reimbursement under this Contract unless the
procurement for such equipment is approved ahead of time, in
writing, by the FUNDING AGENCY. This requirement for prior approval
extends to equipment acquired or purchased by subcontractors.
Equipment items having a unit purchase cost of less than Five
Hundred ($500) Dollars are not specifically listed in this Contract
and are not subject to approval by the FUNDING AGENCY prior to being
purchased.
(c) Contractual Expenditures. No contractual expenses shall be eligible
for reimbursement unless authorized ahead of time, in writing, by
the FUNDING AGENCY. The procedures to be adhered to when requesting
or granting such approvals are as follows:
(1) PERFORMING PARTY shall describe, in writing, the purpose and
objective of each proposed subcontract and fully explain how
and why such subcontract, if approved, will further the
objectives of the FUNDING AGENCY with respect to municipal
solid waste management;
(2) PERFORMING PARTY shall explain to the FUNDING AGENCY how the
award amount of each proposed subcontract was arrived at and
justify the cost of each such subcontract; and
(3) PERFORMING PARTY shall explain to the FUNDING AGENCY how the
work (or tasks) required under each proposed subcontract is
fully achievable within the time frames contained in the
respective proposed subcontract.
(d) Subcontract Amendments. Any amendments to subcontracts that will
result in or require changes in the total amount of the subcontract,
changes in the "scope of services" or "work to be performed" under
the subcontract or changes in the term of the subcontract document
itself must be approved in writing by the FUNDING AGENCY.
ARTICLE 3. EQUIPMENT
(a) The FUNDING AGENCY shall evaluate all equipment purchases which
utilize grant funds to determine that such items legitimately
serve to fulfill the scope and purpose of this Contract. If
equipment purchases do not legitimately serve to fulfill the scope
and purpose of this Contract, then the FUNDING AGENCY shall not
Contract Number 3100000136 Attachment C, Page No. 2
reimburse the PERFORMING PARTY for such equipment purchases.
(b) Title to equipment and any constructed fixtures acquired from funds
provided under this Contract shall, throughout the term of this
Contract, be in the name of the PERFORMING PARTY. Both parties
agree that upon full performance of this Contract, title shall
remain with the PERFORMING PARTY, provided however, that if this
Contract is terminated, due to substantial failure by the PERFORMING
PARTY to fulfill its obligations under this Contract, pursuant to
Attachment D, Article 3 of this Contract (relating to Termination).
Title and physical possession of all equipment and constructed
fixtures shall, upon written notification from the Executive
Director of the FUNDING AGENCY, be transferred in good condition and
within five (5) days to the FUNDING AGENCY or any other party
designated by the FUNDING AGENCY.
(c) The following items of equipment are hereby authorized to be
purchased or acquired under this Contract.
Number Description
Item Cost Total
3 four hundred sixty- $ 1995 $ 5985
five (465) gal. used-oil
containers
2 two hundred seventy- 1750 3500
five (275) gal. used-oil
TOTAL $ 9485
(Shipping and handling costs included)
ARTICLE 4. PROHIBITED ACTIVITIES
Unless authorization is specifically provided in accordance with the
provisions of this Attachment or in accordance with Attachment A of this
Contract, the PERFORMING PARTY shall ensure that funds provided under
this Contract are not used for the following activities, programs, or
projects:
(a) Duplication of Effort. Activities, projects, programs, studies,
etc.that provide duplicate funding for projects under other
State funding programs are not authorized.
(b) Facility-Related Costs. Funds may not be used for final design
and engineering costs or construction costs for landfills,
transfer stations, and other facilities predominantly
associated with solid waste disposal only.
(c) Land Acquisition Costs. Funds may not be used to acquire land
or an interest in land.
Contract Number 3100000136 Attachment C, Page No. 3
(d) Household Hazardous Waste Disposal. Funds may not be used for
the costs of disposal of household hazardous waste.
(e) Collection of recyclable materials. Funds may not be used for
collection of recyclable materials other than used motor oil.
ARTICLE 5. PAYMENT REQUEST PROCEDURES
(a) The PERFORMING PARTY, in order to obtain reimbursement for those
expenditures authorized under this Contract, shall submit, no more
frequently than once per month, five (5) copies of a legible and
properly completed State of Texas Purchase Voucher (Comptroller of
Public Accounts Form 74-112). Each submitted voucher shall be
accompanied by a legible, properly completed and signed TWC
Financial Status Report (State Supplemental Form 269a) which clearly
indicates, for each Contract-contained budget category, the
PERFORMING PARTY'S expenditures or encumbrances for the period in
question, the PERFORMING PARTY'S cumulative expenditures or
encumbrances with respect to each budget category, and the balance
remaining in each category following reimbursement of the amount
being requested. Vouchers and State Supplemental 269a forms shall
contain sufficient detail for audit thereof. Completed vouchers and
their corresponding 269a forms, should be mailed or delivered, to
the attention of the "Municipal Solid Waste Grants Coordinator," at
the following address:
Texas Water Commission
Municipal Solid Waste Division
P. O. Box 13087
Austin, Texas 78711-3087
(b) To be eligible for reimbursement under this Contract, a cost must
have been incurred within the time period indicated on State
Supplemental Form 269a and either paid by the PERFORMING PARTY prior
to claiming reimbursement from the FUNDING AGENCY or incurred by the
last day of the time period indicated and liquidated no later than
forty-five (45) days after the end of the indicated time period.
(c) Requests for reimbursement to cover subcontracts authorized under
this Contract to be awarded by the PERFORMING PARTY shall be
reported, as a single total amount, on State Supplemental Form 269a
under the category titled "Contractual." The PERFORMING PARTY
shall attach to each State Supplemental Form 269a clear and complete
documentation indicating how the total "Contractual" amount to be
reimbursed by the FUNDING AGENCY is divided among various
subcontracts.
(d) The FUNDING AGENCY reserves the right to suspend payment for any
incomplete, incorrect, or inconsistent services or reports required
Contract Number 3100000136 Attachment C, Page No. 4
by this Contract until the PERFORMING PARTY satisfactorily
completes, revises, or corrects such services or reports.
(e) Failure on the part of the PERFORMING PARTY to comply with the
conditions set forth in this Contract constitutes grounds for
termination of the Contract and revocation of any unexpended funds.
ARTICLE 6. QUARTERLY FINANCIAL STATUS REPORTS
(a) Separate State Supplemental Forms 269a, containing as their "report
period" the latest fiscal year quarter, shall, within twenty (20)
days following the end of each fiscal year quarter that is contained
within the time period or "term" of this contract, be submitted for
the budget set forth in Article 1 of this Attachment. Such reports
are required even if no expenses or encumbrances were incurred
during the report period. The first report shall be due on August
31, 1993 and the final report shall be due within forty-five (45)
days following October 31, 1993.
(b) If, however, the PERFORMING PARTY for purposes of receiving
reimbursement under the approved budget set forth in Article 1 of
this Attachment has already submitted, together with State of Texas
Purchase Vouchers, one or more State Supplemental 269a Forms that
cover the entire quarterly time period for the respective budgets,
the reports required under Section (a) of this Article shall be
considered as having been submitted.
ARTICLE 7 ANNUAL/FINAL, FINANCIAL STATUS REPORT
A Final Financial Status Report, utilizing TWC Form 270, shall be
submitted by the PERFORMING PARTY, by not later than forty-five (45) days
following the end of the Contract term, for the approved budget as set
forth in Articles 1 of this Contract.
Contract Number 3100000136 Attachment C, Page No. 5
ATTACHMENT D
ADDITIONAL CONTRACT PROVISIONS
ARTICLE 1. GENERAL RESPONSIBILITIES OF THE PERFORMING PARTY
(a) The PERFORMING PARTY shall be responsible for the professional
quality, technical accuracy, timely completion and the coordination
of all services and other work furnished by the PERFORMING PARTY
under this Contract.
(b) The PERFORMING PARTY shall perform such professional services as may
be necessary to accomplish the work required to be performed under
this Contract, in accordance with this Contract and applicable
FUNDING AGENCY requirements and any and all applicable law.
(c) Neither the FUNDING AGENCY'S review, approval or acceptance of, nor
payment for any of the services shall be construed to operate as a
waiver of any rights under this Contract or of any cause of action
arising out of the performance of this Contract; and the PERFORMING
PARTY shall be, and remain, liable in accordance with applicable law
for all damages to the FUNDING AGENCY including reasonable
attorneys' fees and court costs caused by the PERFORMING PARTY's
negligent performance of any of the services furnished under this
Contract.
(d) In performing any services hereunder, the PERFORMING PARTY is, and
undertakes performance as, an independent contractor.
(e) The PERFORMING PARTY shall be, and shall remain, liable in accor-
dance with applicable law for any and all bodily injury, disease, or
death of third persons or loss of or damage to property of third
persons arising out of or incident to the PERFORMING PARTY' work
performance or use of equipment.
(f) The PERFORMING PARTY agrees to indemnify and hold harmless the
FUNDING AGENCY and all of its employees and officers against any and
all liability, loss or damage arising out of or incident to the
PERFORMING PARTY'S work performance or use of equipment.
(g) The obligations of the PERFORMING PARTY under this Article are in
addition to the PERFORMING PARTY'S other express or implied
assurances under this Contract or applicable law.
ARTICLE 2. PAYMENT
(a) Upon satisfactory completion of the work performed hereunder and
Contract Number 3100000136 Attachment D, Page No. 1
prior to final payment under this Contract for such work, or prior
to settlement upon termination of this Contract and as a condition
thereto, the PERFORMING PARTY shall execute and deliver to the
FUNDING AGENCY a release of all claims against the FUNDING AGENCY
arising under or by virtue of this Contract.
(b) Final Payment under this Contract or settlement upon termination
shall not constitute a waiver of the FUNDING AGENCY'S claims against
the PERFORMING PARTY.
ARTICLE 3. TERMINATION
(a) This Contract shall terminate upon full performance of all
requirements contained herein, unless extended in writing.
(b) This Contract may be terminated in whole or in part in writing by
either contracting party in the event of substantial failure by the
other party to fulfill its obligation under this Contract through no
fault of the terminating party: provided that no such termination
may be effected unless the other party is given (1) not less than
ten (10) days written notice (delivered by certified mail, return
receipt requested) of intent to terminate, and (2) an opportunity
for consultation with the terminating party prior to termination.
(c) This Contract may be terminated in whole or in part in writing by
the FUNDING AGENCY if the Texas Legislature withdraws the
appropriation of funds for grants or reduces or restricts the
appropriation to the FUNDING AGENCY.
(d) This Contract may be terminated in whole or in part in writing by
the FUNDING AGENCY for its convenience: provided that the
PERFORMING PARTY is given not less than ten (10) days written notice
(delivered by certified mail, return receipt requested) of intent to
terminate.
(e) If termination for default under Section (b) or termination for loss
of State appropriation under Section (c) or termination for
convenience under Section (d) is effected by the FUNDING AGENCY, an
equitable adjustment in the price provided for in this Contract
shall be made, but:
(1) no amount shall be allowed for anticipated profit on
unperformed services, tasks or other work; and
(2) any payment due the PERFORMING PARTY at the time of termination
may be adjusted to the extent of any additional costs
occasioned to the FUNDING AGENCY by reason of the PERFORMING
PARTY's default. However, the equitable adjustment for any
termination shall provide for payment to the PERFORMING PARTY
for services rendered and expenses incurred prior to the
termination, in addition to termination settlement costs
Contract Number 3100000136 Attachment D, Page No. 2
reasonably incurred by the PERFORMING PARTY relating to
commitments which had become firm prior to the termination.
(f) Upon receipt of a termination notice pursuant to Sections (b), (c)
or (d) above, the PERFORMING PARTY shall (1) promptly discontinue
all services affected (unless the notice directs otherwise) and (2)
deliver or otherwise make available to the FUNDING AGENCY all data,
drawings, specifications, reports, estimates, summaries, and such
other information and materials or equipment as may have been
accumulated by the PERFORMING PARTY in performing this Contract,
whether completed or in process.
(g) Upon termination pursuant to Sections (b), (c) or (d) above, the
FUNDING AGENCY may take over the work and prosecute it to completion
by agreement with another party or otherwise.
(h) If, after termination for failure of the PERFORMING PARTY to fulfill
contractual obligations, it is determined that the PERFORMING PARTY
had not so failed, the termination shall be deemed to have been
effected for the convenience of the FUNDING AGENCY. In such event,
adjustment of the price provided for in this Contract shall be made
as provided in Section (e) of this Article.
(i) If any delay or failure of performance is excused under Article 18
of this Contract, the FUNDING AGENCY may in its sole discretion
terminate this Contract in whole or in part. The FUNDING AGENCY
shall give the PERFORMING PARTY not less than ten (10) calendar
days' written notice (delivered by certified mail, or overnight
delivery service, return receipt requested) of intent to terminate
and an opportunity for consultation prior to termination. If such
termination is effected, an equitable adjustment shall be made in
accordance with Section (e) of this Article.
ARTICLE 4. CHANGES
(a) The Executive Director of the FUNDING AGENCY, or a person identified
in accordance with Article 13 of this Attachment (relating to
Authorized Representatives), may, at any time, by written
notification to the PERFORMING PARTY, make changes to the scope of
this Contract or in the tasks or work to be performed. If such
changes cause an increase or decrease in the PERFORMING PARTY's cost
of, or time required for, performance of any tasks supported under
this Contract, whether or not changed by any order, an equitable
adjustment shall be made and this Contract shall be modified in
writing accordingly. Any claim of the PERFORMING PARTY for
adjustment under this clause must be asserted in writing within
thirty (30) days from the date of receipt by the PERFORMING PARTY of
the notification of change unless the Executive Director of the
FUNDING AGENCY or a person identified in writing under Article 13 of
this Attachment grants a further period of time before the date of
final payment under this Contract.
Contract Number 3100000136 Attachment D, Page No. 3
(b) A Major Change will include one or more of the following:
(1) An increase or decrease in the amount of compensation to the
PERFORMING PARTY;
(2) An extension or shortening of the term of the Contract;
(3) A change to the scope of the Contract or the services to be
performed; or
(4) Any action that is beyond the authority of the Executive
Director or the Authorized Representative of the FUNDING
AGENCY.
(c) Implementation of a Major Change must be preceded by a formal
written amendment to the Contract. The amendment must contain a
description and justification of the proposed change and formal
signature of both the Executive Director of the FUNDING AGENCY or
his Authorized Representative and the Authorized Representative of
the PERFORMING PARTY. Any amendment that will exceed the contractual
authority of the Executive Director of the FUNDING AGENCY also
requires the consent of a majority of Commissioners of the FUNDING
AGENCY.
(d) Any proposed change that is not a Major Change may qualify as a
Minor Change. Such change does not require a formal amendment to the
Contract. At his or her discretion, the Authorized Representative of
the FUNDING AGENCY may require the PERFORMING PARTY to submit a
written request for the change and a description of the activity or
action proposed, or may give the PERFORMING PARTY verbal approval
for the change. In either case, no authorization shall be effective
unless it is followed by a letter from the Authorized Representative
of the FUNDING AGENCY ratifying the authorization. A copy of the
letter must be retained in the appropriate file of both the
PERFORMING PARTY and the FUNDING AGENCY.
(e) If the PERFORMING PARTY requests a Minor Change and Authorized
Representative of the FUNDING AGENCY does not approve the request as
a Minor Change, then the change shall be deemed a Major Change and
the PERFORMING PARTY may only obtain authorization to proceed in
accordance with Section (c) of this Article.
ARTICLE S. ACCOUNTING SYSTEMS
The PERFORMING PARTY shall have an accounting system which accounts for
costs in accordance with generally accepted accounting standards or
principles. The PERFORMING PARTY must propose and account for costs in
a manner consistent with such standards or principles.
Contract Number 3100000136 Attachment D, Page No. 4
ARTICLE 6. AUDIT, ACCESS TO RECORDS
(a) The PERFORMING PARTY shall maintain and make available for
inspection, audit, or review books, records, documents, and other
evidence directly pertinent to performance on all work under this
Contract, including negotiated changes or amendments thereto, in
accordance with accepted professional practice, and appropriate
accounting procedures and practices at the PERFORMING PARTY's
Municipal Building located in Denton, Texas. The PERFORMING PARTY
shall also make available at this office the financial information
and data used by the PERFORMING PARTY in the preparation or support
of the project budget submitted to the FUNDING AGENCY (refer to
Attachment C) of this Contract. The FUNDING AGENCY or any of its
duly authorized representatives, shall have access to such books,
records, documents, and other evidence for the purpose of
inspection, audit review and, upon conference with the PERFORMING
PARTY, copying. All such information shall be handled by the
auditing parties in accordance with good business ethics.
(b) The PERFORMING PARTY agrees to include Sections (a) through (h) of
this Article in all its contracts and to require their inclusion in
all subcontracts directly related to project performance that are in
excess of Twenty-Five Thousand Dollars ($25,000).
(c) Audits conducted pursuant to this provision shall be in accordance
with generally accepted auditing standards and established
procedures and guidelines of the reviewing or audit agency(ies).
(d) Where the audit concerns the PERFORMING PARTY, the FUNDING AGENCY
will afford the PERFORMING PARTY an opportunity for an audit exit
conference and an opportunity to comment on the pertinent portions
of the draft audit report. The final audit report will include the
written comments, if any, of the audited parties.
(e) Records under Section (a) above shall be maintained and made
available during performance on work under this Contract and until
three years from date of final payment by the FUNDING AGENCY for the
project. In addition, those records which relate to any dispute,
litigation, or the settlement of claims arising out of such
performance, or costs or items to which an audit exception has been
taken shall be maintained and made available until three years after
the date of resolution of such disputes, litigation, or claim or
exception.
(f) Access to records is not limited to the required retention periods.
The FUNDING AGENCY and any of its authorized representatives shall
have access to records at any reasonable time for as long as the
records are maintained.
(g) This right of access Article applies to financial records pertaining
to all subcontracts and all subcontract change orders and
subcontract amendments.
Contract Number 3100000136 Attachment D, Page No. 5
(h) The FUNDING AGENCY reserves the right to require the reimbursement
of any over-payments determined as a result of any audit or
inspection of records kept by the PERFORMING PARTY on work performed
under this contract.
ARTICLE 7. REMEDIES
Notwithstanding any other terms in this Contract, or any attachments or
addenda hereto, or any documents comprising this Contract, all claims,
counterclaims, disputes, and other matters in question between the
FUNDING AGENCY and the PERFORMING PARTY arising out of or relating to
this Contract or the breach thereof will be decided in a court of
competent jurisdiction in the City of Austin, Travis County, Texas. The
parties may agree to submit such claims, counterclaims, disputes, and
other matters in question between the FUNDING AGENCY and the PERFORMING
PARTY to arbitration or mediation, but only by written amendment to this
Contract signed by both the FUNDING AGENCY and the PERFORMING PARTY.
ARTICLE 8. EMPLOYMENT PRACTICES
The PERFORMING PARTY agrees that in the performance of this Contract, it
will not discriminate against any employee or applicant because of race,
religion, color, sex, age, or national origin and it will comply with
Executive Order 11246, entitled "Equal Employment Opportunity", as
amended by Executive Order 11375, and as supplemented in Department of
Labor Regulations (Title 41 CFR Part 60). The PERFORMING PARTY assures
that no person will, on the grounds of race, creed, color, handicap,
national origin, sex, political affiliation or beliefs, be excluded from,
be denied the benefit of, or be subject to discrimination under any
program or activity funded in whole or part under this Contract.
ARTICLE 9. AMERICANS WITH DISABILITIES ACT
The PERFORMING PARTY shall comply with all applicable requirements of the
Americans with Disabilities Act of 1990, Public Law 101-336, 101st
Congress, 2nd Session, 104 Stat. 327 (July 26, 1990).
ARTICLE 10. UTILIZATION OF SMALL MINORITY WOMEN'S BUSINESS AND LABOR
SURPLUS AREA ENTERPRISES
(a) In accordance with FUNDING AGENCY policy, the PERFORMING PARTY
agrees that qualified small, minority, and women's businesses and
labor surplus area firms shall have the maximum practicable
opportunity to participate in the performance of work under this
Contract.
(b) In accordance with FUNDING AGENCY policy, the PERFORMING PARTY
agrees that it will attempt to achieve thirty percent (30%)
Contract Number 3100000136 Attachment D, Page No. 6
participation by minority and women's enterprises and small business
enterprises in work performed for this project. If the PERFORMING
PARTY fails to achieve eight percent (S%~) participation over the
duration of this project, it will demonstrate in writing that it
took the following affirmative action steps:
(1) Placed qualified small and minority businesses and women's
business enterprises on solicitation lists;
(2) Assured that such business enterprises were solicited whenever
they were potential sources;
(3) Divided total requirements, when economically feasible, into
smaller tasks or quantities to permit maximum participation by
such business enterprises;
(4) Established delivery schedules, where the requirement
permitted, which encouraged participation by such business
enterprises;
(5) Used the services and assistance of the Small Business
Administration and the Minority Business Development Agency of
the U.S. Department of Commerce; and
(6) Required its subcontractors to take the affirmative steps
listed in Sections (1) through (5) above in all of its
subcontracts that contemplate the letting of lower-tier
subcontracts.
(c) The PERFORMING PARTY's failure to comply with the provisions of this
Article shall :onstitute a default under this Contract.
ARTICLE 11. INTELLECTUAL PROPERTY
(a) For the purpose of this Article, "intellectual property" refers to
1) any discovery or invention for which patent rights may be
acquired, and 2) any photographs, graphic designs, specifications,
computer programs, technical reports, operating manuals, or other
copyrightable materials, and 3) any other materials in which
intellectual property rights may be obtained.
(b) If the PERFORMING PARTY first conceives of, actually puts into
practice, discovers, invents, or produces any intellectual property
during the course of its work under this Contract, it shall report
that fact to the FUNDING AGENCY.
(c) The PERFORMING PARTY may obtain governmental protection for rights
in the intellectual property. However, the FUNDING AGENCY hereby
reserves a nonexclusive, royalty-free and irrevocable license to
use, publish, or reproduce the intellectual property for sale or
otherwise, and to authorize others to do so. The FUNDING AGENCY also
Contract Number 3100000136 Attachment D, Page No. 7
reserves a royalty-free nonexclusive, and irrevocable license to
use, publish, or reproduce for sale or otherwise, and to authorize
others to use, publish, or reproduce, for sale or otherwise (to the
extent consistent with the rights of third parties) any intellectual
property for which the PERFORMING PARTY obtains rights with funds
received under this Contract.
(d) In performing work under this agreement, the PERFORMING PARTY shall
comply with all laws, rules, and regulations relating to
intellectual property, and shall not infringe on any third-party's
intellectual property rights. It shall hold the FUNDING AGENCY
harmless for, and defend and indemnify the FUNDING AGENCY against,
any claims for infringement related to its work under this Contract.
(e) The PERFORMING PARTY shall include provisions adequate to effectuate
the purposes of this article in all subcontracts under this Contract
in the course of which intellectual property may be produced or
acquired.
ARTICLE 12. SUBCONTRACTS
Any subcontractors and outside associates or consultants required by the
PERFORMING PARTY in connection with the services covered by this Contract
shall be limited to such individuals or firms as were specifically
identified in Attachment B to this Contract and agreed to during
negotiations or as are specifically approved by the Executive Director of
the FUNDING AGENCY, or a person identified in writing under Article 13
during the performance of this Contract. Any substitution in such
subcontractors, associates, or consultants shall be subject to the prior
written approval of the Executive Director or a person identified in
writing under Article 13.
ARTICLE 13. AUTHORIZED REPRESENTATIVES
(a) The Executive Director hereby identifies as the person authorized to
give direction to the PERFORMING PARTY:
Susan Kaderka, Manager
Recycling and Waste Minimization
Office of Pollution Prevention and Conservation
Texas Water Commission
P. 0. Box 13087
Austin, Texas 78711-3087
(b) The Executive Director hereby authorizes such identified person to
further delegate his or her authority as necessary, including any
delegation of authority to a FUNDING AGENCY employee who will act as
the FUNDING AGENCY's authorized Field Representative. Written
notice of any such delegation shall be provided to the PERFORMING
PARTY.
(c) The PERFORMING PARTY hereby identifies the person authorized to
Contract Number 3100000136 Attachment D, Page No. 8
receive direction from the FUNDING AGENCY, to manage the work being
performed, and to act on behalf of the PERFORMING PARTY:
Mr. Bill Angelo, Director of Community Services
City of Denton
901 Texas Street
Denton, Texas 76201
(d) The PERFORMING PARTY agrees to make whatever arrangements are
necessary to ensure that the above-identified person, or someone to
whom that person has delegated his or her authority, is available at
all times for consultation with the FUNDING AGENCY. Written notice
of any such delegation shall be provided to the FUNDING AGENCY.
ARTICLE 14. DATA AND PUBLICITY
(a) All data and other information developed under this Contract shall
be furnished to the FUNDING AGENCY and shall be public data and
information except that it is exempted from public access by the
Texas Open Records Act, Vernon's Tex. Civ. Stat. Ann. Art. 6252-17a
("Act"). Upon termination of this Contract, all data and information
shall become the property of the FUNDING AGENCY.
(b) Except as otherwise provided by this Contract, or by the Act, the
PERFORMING PARTY shall not provide data generated or otherwise
obtained in the performance of its responsibilities under this
Contract to any party other than the State of Texas and its
authorized agents.
(c) The PERFORMING PARTY agrees to notify and obtain the verbal approval
of the FUNDING AGENCY prior to releasing any information to the news
media regarding the activities being conducted under this Contract.
ARTICLE 15. LICENSES, PERMITS AND LAWS
The PERFORMING PARTY shall, except as otherwise provided in this
Contract, be responsible for obtaining any necessary licenses and
permits, and for complying with any applicable federal, state, and
municipal laws, codes and regulations, in connection with the work
required by this Contract.
ARTICLE 16. ENERGY EFFICIENCY STANDARDS
The PERFORMING PARTY shall follow standards and policies on energy
efficiency which are contained in the Texas State Energy Conservation
Plan issued in compliance with the Energy Policy and Conservation Act
(P.L. 94-163).
ARTICLE 17. ACKNOWLEDGEMENT OF FINANCIAL SUPPORT
The PERFORMING PARTY shall acknowledge the financial support of the
FUNDING AGENCY whenever work funded, in whole or part, by this Contract
Contract Number 3100000136 Attachment D, Page No. 9
is publicized or reported in news media or publications. All reports and
other documents completed as a part of this Contract, other than
documents prepared exclusively for internal agency use by the PERFORMING
PARTY or within the FUNDING AGENCY, shall carry the following notations
on the front cover or title page:
"PREPARED IN COOPERATION WITH THE TEXAS WATER COMMISSION"
ARTICLE 18. FORCE MAJEURE
(a) A force majeure event shall be defined to include decrees of or
restraints by a governmental instrumentality, acts of God (except
that rain, wind, flood or other natural phenomena normally expected
for the locality shall not be construed as an act of God), work
stoppages due to labor disputes or strikes, fires, explosions,
epidemics, riots, war, rebellion, and sabotage.
(b) Subject to the following conditions, and provided this Contract has
not been terminated as provided by Article 3(i) of this Attachment,
if a delay or failure of performance by either party results from
the occurrence of a force majeure event, the delay shall be excused
and the time fixed for completion of the work extended by a period
equivalent to the time lost because of the event if, and to the
extent that:
(1) the delay or failure was beyond the control of the party
affected and not due to its fault or negligence; and
(2) the delay or failure was not extended because of the affected
party's failure to use all diligence to overcome the obstacle
or to resume performance immediately after the obstacle was
overcome.
(c) No time extension shall be granted under this Article unless the
party seeking relief has notified the other in writing within ten
(10) calendar days of the time of commencement of the event, of the
anticipated length and cause of the delay, the measures taken or to
be taken to minimize the delay, and the timetable by which the
PERFORMING PARTY intends to implement these measures. The party
seeking relief shall also give written notice of the ending of the
event within ten (10) calendar days after the event has ended.
(d) If the PERFORMING PARTY is the party seeking relief under this
Article, the burden of proving a force majeure event has occurred
remains with it, and no extension shall be granted unless the
FUNDING AGENCY agrees the occurrence constitutes a force majeure
event, which agreement may not be unreasonably withheld.
(e) The FUNDING AGENCY shall be responsible only for costs incurred by
the PERFORMING PARTY after the prior written request by the
Executive Director, or his authorized representative, to incur such
costs in connection with any force majeure event. Neither the
FUNDING AGENCY nor the PERFORMING PARTY shall have, and both hereby
waive, any claim whatever for any damages resulting from delays
Contract Number 3100000136 Attachment D, Page No. 10
caused by force majeure events.
(f) In no event shall this Article lessen or modify the FUNDING AGENCY's
rights as set out elsewhere in this Contract.
ARTICLE 19. UNIFORM GRANT AND CONTRACT MANAGEMENT ACT
The provisions of the Uniform
GOV'T CODE ANN. §783.001 et seq
Compliance with the conditions
necessary for the satisfactory
required under this Contract.
Grant and Contract Management Act, TEX
(Vernon, 1992), apply to this Contract.
and requirements contained therein is
performance of the services and work
ARTICLE 20. NOTICE
Any notice or other written communication shall be considered delivered
when postmarked provided such notice or written communication is sent by
certified mail, return receipt requested, or delivered in person to the
authorized representative of the party specified in Article 13 of this
Attachment (relating to Authorized Representatives).
ARTICLE 21. ENTIRE CONTRACT
This Contract (Including the document entitled "Interlocal Contract," and
"Attachments A - D" thereto) represents the entire Contract between the
contracting parties and supersedes any and all prior contracts between
the parties, whether written or oral.
ARTICLE 22. AMENDMENTS
Any amendments, modifications or supplements to this Contract shall be in
writing and shall be signed by both parties.
ARTICLE 23. HEADINGS
The headings to sections contained in this Contract are for convenience
and reference only and in no way define, describe, extend or limit the
scope or intent of the substantive provision to which the heading applies
unless the context so requires.
ARTICLE 24. ORDER OF PREFERENCE
Unless otherwise stated, a listing of factors, criteria or subjects in
this Contract does not constitute an order of preference.
Contract Number 3100000136 Attachment D, Page No. 11
ARTICLE 25. WAIVER
Unless authorized in accordance with Article 4 of this Contract
(Changes), or in writing by the Executive Director, no waiver of any
obligation of the PERFORMING PARTY under this Contract shall bind the
FUNDING AGENCY. Furthermore, unless specified in the written
authorization, the authorized waiver by the Executive Director or any
waiver by his Authorized Representative, of any such obligation shall not
constitute a continuing waiver of the obligation or a waiver of the
FUNDING AGENCIES right subsequent to the written authorization to demand
and receive performance in accordance with all provisions of this
Contract.
ARTICLE 26. SEVERABILITY
If any provision of this Contract is held invalid, such invalidity shall
not affect any other provision which can be given effect without the
invalid provision, and to this end the provisions of this Contract are
declared to be severable.
ARTICLE 27. ASSIGNABILITY
This Contract is not transferable
PERFORMING PARTY.
or otherwise assignable by the
Contract Number 3100000136 Attachment D, Page No. 12