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1991-109g wpdocs\tsco ORDINANCE NO 9/-/U9 AN ORDINANCE APPROVING AN AGREEMENT BETWEEN THE CITY OF DENTON AND THE STATE OF TEXAS FOR INSTALLING TRAFFIC SIGNAL CONTROLLERS WITHIN THE CITY OF DENTON, AND PROVIDING AN EFFECTIVE DATE THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION I That the City Council hereby approves and autho- rizes the Mayor and City Secretary to execute and attest, respec- tively, the agreement between the City of Denton and The State of Texas providing for the furnishing of traffic signal control equip- ment within the City of Denton, under the terms and conditions con- tained in said agreement which is attached hereto SECTION II That the expenditure of funds in an amount not to exceed $12,641 00 is hereby authorized SECTION III That this ordinance shall become effective im- mediately upon its passage and ap//p//nrrovLlM PASSED AND APPROVED this the day of 1991 BOB CASTLEBERRY, ATTEST JENNIFER WALTERS, CITY SECRETARY r BY J.6d1J.1L'6.1~- APPROVED AS TO LEGAL FORM DEBRA A DRAYOVITCH, CITY ATTORNEY Agreement No STATE OF TEXAS COUNTY OF TRAVIS AGREEMENT FOR THE INSTALLATION OF TRAFFIC SIGNAL CONTROLLERS BY A MUNICIPALITY THIS AGREEMENT is made by and between the State of Texas, acting by and through the State Department of Highways and Public Transportation, hereinafter called the "State", and the City of Denton Denton County, Texas, hereinafter called the "City", acting by and through its duly authorized officers as evidence by Resolution/Ordinance No , hereinafter acknowledged by reference W I T N E S S E T H WHEREAS, the State owns and maintains a system of highways and roadways, including X.H 35E and U S 377, in the City of Denton , and WHEREAS, the City has requested the State to reimburse the cost of obtaining and installing a traffic signal controller at the intersection of I H 3~E at Ave D and U S 377 at Acme, hereinafter called the "Project", and WHEREAS, the State and City wish to cooperate in the construction of this Project and WHEREAS, the City desires that equipment be provided that is compatible with standard signal operation and; and WHEREAS, it is in the best interest of the City and the State for the City to assist the State in supplying traffic control equipment on the Project, and WHEREAS, on the th day of , 19 , the State Highway and Public Transportation Commission passed Minute Order No approving the Project; and WHEREAS, the State is authorized to enter into an agreement with the City for the Project pursuant to Article 6673-b, V A C S , A G R E E M E N T NOW THEREFORE, in consideration of the premises and of the mutual covenants and agreements of the parties hereto to be by them respectively kept and performed as hereinafter set forth, it is agreed as follows Page 1 of 6 Article 1 Contract l mod This agreement becomes effective on final execution by the State and shall remain in effect as long as said traffic signal controller is in operation at the described location, or unless otherwise terminated or modified as hereinafter provided Article 2 Construction Responsibilities A For all items of construction other than furnishing and installing the traffic signal controller, the State will prepare the construction plans, advertise for bids, and let the construction contract, or otherwise provide for the construction and will supervise the construction as required by said plans The State will secure the City's approval of construction plans prior to award of contract B The furnishing and installation of the traffic signal controller will be part of the construction to be undertaken by the City, and the State will reimburse the City for its contribution to the Project, as prescribed under Article 3, "Compensation." Article 3 Compensation A The maximum amount under this agreement without modification is $ IZ .1!141, M A cost estimate of the work authorized under this agree ent ~s marked "Attachment All, attached hereto and made a part of this agreement B The State will reimburse the City the cost of furnishing and installing the traffic signal controller as to the location and manner of construction as shown and described in the plans and specifications C The State will reimburse the City for properly supported costs incurred under the terms and conditions of this agreement Costs incurred prior to the issuance of a written "Work order" by the State will not be reimbursed Reimbursement will be made by the State to the city for labor, equipment use, materials, supplies, travel expenses, and warehouse or material handling charges provided the city has paid from City funds their obligations covering items of costs previously billed Article 4 Payments A The City shall submit the State's Form 132, Billing Statement, or other type of invoice acceptable to the State upon completion of the Project and the State's acceptance thereof. B An original and four (4) copies of the Billing Statement should be submitted to the following address. P 0 Box 3067, Dallas, Texas 75221-3067. C All billing statements shall be properly documented, summarizing the costs by description of work performed, quantity of materials and devices, unit price, labor costs, and extensions Page 2 of 6 D The State shall -kw payment to the City wi in thirty (30) days from receipt of the City request for payment, provided that the request is properly prepared, executed, and documented E Unsupported charges or charges after final acceptance by the State will not be considered eligible for reimbursement The state will prepare a final audit upon completion of the work authorized or at any time an audit is deemed to be in the best interest of the State Article 5 Personnel, Equipment, and Material A The city will use labor and sdpervisory personnel employed directly by the City, and using city-owned machinery, equipment, and vehicles necessary for the work In the event that the City does not have the necessary machinery, equipment, and vehicles necessary to perform the work, the machinery, equipment, and vehicles may be rented or leased as necessary at the low bid price submitted by at least two approved bidders B. Reimbursement for the use of materials purchased by other than competitive bid procedures will be made only if such procedures are shown to be in the public interest and provided the State shall have given prior approval for the use of said materials All materials used for the work shall be new and undepreciated Article 6 Inspection of Work A The State shall make suitable, frequent, and complete inspection of all materials, and equipment, and the work of installation to determine and permit certification that the Project and its components meet all applicable requirements of the plans and specifications in suitable condition for operation and maintenance by the City after its completion B The City will provide opportunities, facilities and representative samples, as may be required, to enable the State to carry on suitable, frequent, and complete inspection of all materials, and application methods, sufficient to afford determination and certification by the State that all parts of the installation and the component materials comply with the requirements of the approved plans and specifications The State will promptly notify the City of any failure of materials, equipment or installation methods, and the City will take such measures as necessary to obtain acceptable systems components and installation procedures without delay Article 7 Maintenance and Operation Responsibilities Upon completion of the Project, the City agrees to operate and maintain at its own expense, the traffic signals as a part of the street system and agrees to assume the cost of all electrical power required for signal operation, including the electrical power needed during test periods. Article 8 Termination A This agreement may be terminated by one of the following conditions (1) By mutual agreement and consent of both parties - - Page 3 of 6 (2) By the State y writing notice to failure by t1,4 City to perform the forth in a satisfactory manner and with proper allowances being made control of the City. (3) By, either party, upon thirty (30) other the C' • as consequence of services and obligations set within the limits provided, for circumstances beyond the days written notice to the B If, at any time, the City fails to responsibilities as prescribed herein or the responsibilities for the traffic signals in determined by the State, the State reserves construction responsibilities or to arrange foi responsibilities at the expense of the City Article 9 Indemnification assume the construction maintenance and operation a satisfactory manner as the right to assume the maintenance and operation To the extent permitted by law, the City shall save harmless the State from all claims and liability due to activities of itself, its agents, or employees, performed under this agreement and which result from an error, omission, or negligent act of the City or of any person employed by the city The, City 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 the result of such activities by the City, its agents or employees Article 10 Remedies Violation or breach of contract terms by the City shall be grounds for termination of the agreement, and any increased cost arising from the City's default, breach of contract, or violation of terms shall be paid by the City 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 11 Disputes should disputes arise as to responsibilities and obligations as set forth in this agreement, the Status decision shall be final and binding. Article 12 Subletting The city shall not sublet or transfer any portion of its responsibilities and obligations under this agreement unless specifically authorized in writing by the state. In the event subcontracts are entered into by the City, the subcontractors must adhere to the provisions of this agreement. Article 13 Amendments Changes in the time frame, character, responsibilities, or obligations authorized herein shall be enacted by written amendment. Any amendment to this agreement must be executed by both parties Page 4 of 6 Article 14 Insurance If the City is a self-insured entity or the City contracts the work defined hereunder with an independent contractor, the City and/or its contractor shall extend the protection of it's self-insurance to the State for any and all damages and injuries arising from the City's performance under the Agreement, by naming the State as an "Additional Insured" under existing self-insurance policies The City shall label such documentation EXIBIT F Article 15 Successors and Assigns The City shall not assign or otherwise transfer its rights or obligations under this agreement except with the prior written consent of the State Article 16 Inspection of City's Books and Records The State shall, for purpose of termination of the agreement prior to completion, examine the books and records of the City for the purpose of checking the amount of the work performed by the City at the time of contract termination The City shall maintain all books, documents, papers, accounting records and other evidence pertaining to costs incurred and shall make such material available at their office during the contract period and for three (3) years from the date of final payment under the agreement, for inspection by the state or any of their duly authorized representatives, shall have access to all records of the City which are directly pertinent to this agreement for the purpose of making audit, examinations, excerpts and transcriptions Article 17 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 18 Governing Laws and Venue This agreement shall be construed under and in accordance with the laws of the State of Texas Any legal actions regarding the parties obligations under this agreement must be filed in Travis County, Texas Article 19 Prior Agreements Superseded Page 5 of 6 IN WITNESS WHEREOF, The State and the City have signed duplicate counterpart's of the Agreement CITY OF Depton 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 State Highway and Public Transportation Commission under the authority of,Minute Order 82513 By Signature Traffic Operations Engineer Date Page 6 of 6 1 01 A- Ito, )!q/ Dat MEMORANDUM To Jerry Clark From Jeff Gann Date 05\30\91 Subject Estimate of Traffic Control Equipment needed for Ave D at I-35E and for Acme at U S 377 Ave D & I-35 Transyt 1880EL Controller Closed Loop (Diamond operation Complete with all plugables and 12EL Name Plus Monitor LCD Cost $8458 00 Acme & U S 377 Transyt 1880EL Closed Loop 8 Phase complete with all plugables and 12EL monitor LCD Cost $8185 00 1 TEXAS DEPARTMENT OtT TRANSPORTATION ox 3067 Dallas, Texas 75221-3067 (214) 320-6100 December 11, 1991 Control 81-4 & 195-3 U S 377 & I H 35E Denton County Mr Jerry Clark City Engineer City of Denton 215 East McKinney Denton, Texas 76201 Subject Signal Agreements Dear Mr Clark Attached for your information and file is a signed signal agreement at the intersection of I H 35E frontage roads with Avenue D and U S 377 with Acme in the City of Denton Sinc e y, Le y Wallen P E Distr ct Traffic Operations Engineer Attachment An Equal Opportunity Employer Agreement No J64) Wd 8d05 STATE OF TEXAS COUNTY OF TRAVIS TRAFFIC SIGNAL FOR THE INSTALLATION OF ONTROLLERS BY A MUNICIPALITY THIS AGREEMENT is made by and between the State of Texas, acting by and through the State Department of Highways and Public Transportation, hereinafter called the "State", and the City of Denton Denton County, Texas, hereinafter called the "City", acting by and through its duly authorized officers as evidence by Resolution/ordinance No q/- /09 , hereinafter acknowledged by reference W I T N E S S E T H WHEREAS, the State owns and maintains a system of highways and roadways, including I,H 35E and U S 377, in the City of Denton , and WHEREAS, the City has requested the State to reimburse the cost of obtaining and installing a traffic signal controller at the intersection of I H 35E at Ave D and U S 377 at Acme, hereinafter called the "Project", and WHEREAS, the State and city wish to cooperate in the construction of this Project and WHEREAS, the City desires that equipment be provided that is compatible with standard signal operation and, and WHEREAS, it is in the best interest of the City and the State for the City to assist the State in supplying traffic control equipment on the Project, and WHEREAS, on the 26 th day of Seutember , 1990 , the State Highway and Public Transportat on Commission passed Minute Order No 90799 approving the Project; and ' WHEREAS, the State is authorized to enter into an agreement with the City for the Project pursuant to Article 6673-b, V A C S , A G R E E M E N T NOW THEREFORE, in consideration of the premises and of the mutual covenants and agreements of the parties hereto to be by them respectively kept and performed as hereinafter set forth, it is agreed as follows Page 1 of 6 Article 1 Contract i _.Lod This agreement becomes effective on final execution by the State and shall remain in effect as long as said traffic signal controller is in operation at the described location, or unless otherwise terminated or modified as hereinafter provided Article 2 Construction Responsibilities A For all items of construction other than furnishing and installing the traffic signal controller, the State will prepare the construction plans, advertise for bids, and let the construction contract, or otherwise provide for the construction and will supervise the construction as required by said plans The State will secure the City's approval of construction plans prior to award of contract B The furnishing and installation of the traffic signal controller will be part of the construction to be undertaken by the City, and the State will reimburse the City for its contribution to the Project, as prescribed under Article 3, "Compensation " Article 3 Compensation A The maximum amount under this agreement without modification is s. IZ 4bAI'm A cost estimate of the work authorized under this agree ent is marked "Attachment All, attached hereto and made a part of this agreement B The State will reimburse the City the cost of furnishing and installing the traffic signal controller as to the location and manner of construction as shown and described in the plans and specifications C The State will reimburse the City for properly supported costs incurred under the terms and conditions of this agreement costs incurred prior to the issuance of a written "Work Order" by the State will not be reimbursed Reimbursement will be made by the State to the City for labor, equipment use, materials, supplies, travel expenses, and warehouse or material handling charges provided the City has paid from City funds their obligations covering items of costs previously billed Article 4 Payments A The City shall submit the State's Form 132, Billing Statement, or other type of invoice acceptable to the State upon completion of the Project and the State's acceptance thereof B An original and four (4) copies of the Billing Statement should be submitted to the following address P O Box 3067, Dallas, Texas 75221-3067 C All bilking statements shall be properly documented, summarizing the costs by description of work performed, quantity of materials and devices, unit price, labor costs, and extensions Page 2 of 6 D The State shall m. , payment to the City wit, i thirty (30) days from r_ceipt of the City's request for payment, provided that the request is properly prepared, executed, and documented E Unsupported charges or charges after final acceptance by the State will not be considered eligible for reimbursement The state will prepare a final audit upon completion of the work authorized or at any time an audit is deemed to be in the best interest of the State Article 5 Personnel, Equipment, and Material A The City will use labor and supervisory personnel employed directly by the city, and using City-owned machinery, equipment, and vehicles necessary for the work In the event that the City does not have the necessary machinery, equipment, and vehicles necessary to perform the work, the machinery, equipment, and vehicles may be rented or leased as necessary at the low bid price submitted by at least two approved bidders B. Reimbursement for the use of materials purchased by other than competitive bid procedures will be made only if such procedures are shown to be in the public interest and provided the State shall have given prior approval for the use of said materials All materials used for the work shall be new and undepreciated Article 6 Inspection of Work A The State shall make suitable, frequent, and complete inspection of all materials, and equipment, and the work of installation to determine and permit certification that the Project and its components meet all applicable requirements of the plans and specifications in suitable condition for operation and maintenance by the City after its completion B The City will provide opportunities, facilities and representative samples, as may be required, to enable the State to carry on suitable, frequent, and complete inspection of all materials, and application methods, sufficient to afford determination and certification by the State that all pmts of the installation and the component materials comply with the requirements of the approved plans and specifications The State will promptly notify the City of any failure of materials, equipment or installation methods, and the City will take such measures as necessary to obtain acceptable systems components and installation procedures without delay Article 7 Maintenance and Operation Responsibilities Upon completion of the Project, the City agrees to operate and maintain at its own expense, the traffic signals as a part of the street system and agrees to assume the cost of all electrical power required for signal operation, including the electrical power needed during test periods Article 8 Termination A This agreement may be terminated by one of the following conditions (1) By mutual agreement and consent of both parties Page 3 of 6 (2) By the State t writing notice to the Ci., as consequence of failure by the City to perform the services and obligations set forth in a satisfactory manner and within the limits provided, with proper allowances being made for circumstances beyond the control of the city (3) By either party, upon thirty (30) days written notice to the other B If, at any time, the City fails to assume the construction responsibilities as prescribed herein or the maintenance and operation responsibilities for the traffic signals in a satisfactory manner as determined by the state, the State reserves the right to assume the construction responsibilities or to arrange for maintenance and operation responsibilities at the expense of the City Article 9 Indemnification , To the extent permitted by law, the City shall save harmless the State from all claims and liability due to activities of itself, its agents, or employees, performed under this agreement and which result from an error, omission, or negligent act of the City or of any person employed by the city The City 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 the result of such activities by the City, its agents or employees Article 10 Remedies Violation or breach of contract terms by the City shall be grounds for termination of the agreement, and any increased cost arising from the City's default, breach of contract, or violation of terms shall be paid by the City 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 11 Disputes Should disputes arise as to responsibilities and obligations as set forth in this agreement, the State's decision shall be final and binding Article 12 Subletting The City shall not sublet or transfer any portion of its responsibilities and obligations under this agreement unless specifically authorized in writing by the State. In the event subcontracts are entered into by the City, the subcontractors must adhere to the provisions of this agreement Article 13 Amendments Changes in the time frame, character, responsibilities, or obligations authorized herein shall be enacted by written amendment Any amendment to this agreement must be executed by both parties Page 4 of 6 Article 14 Insurance If the City is a self-insured entity or the City contracts the work defined hereunder with an independent contractor, the City and/or its contractor shall extend the protection of it's self-insurance to the State for any and all damages and injuries arising from the City's performance under the Agreement, by naming the State as an "Additional Insured" under existing self-insurance policies The City shall label such documentation EXIBIT F Article 15 Successors and Assigns The City shall not assign or otherwise transfer its rights or obligations under this agreement except with the prior written consent of the State Article 16 Inspection of City's Books and Records The State shall, for purpose of termination of the agreement prior to completion, examine the books and records of the City for the purpose of checking the amount of the work performed by the City at the time of contract termination The City shall maintain all books, documents, papers, accounting records and other evidence pertaining to costs incurred and shall make such material available at their office during the contract period and for three (3) years from the date of final payment under the agreement, for inspection by the State or any of their duly authorized representatives, shall have access to all records of the City which are directly pertinent to this agreement for the purpose of making audit, examinationso excerpts and transcriptions Article 17 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 18 Governing Laws and Venue This agreement shall be construed under and in accordance with the laws of the State of Texas Any legal actions regarding the parties obligations under this agreement must be filed in Travis County, Texas Article 19 Prior Agreements Superseded Page 5 of 6 IN WITNESS WHEREOF, The State counterparts of the Agreement CITY OF Denton and the City have signed duplicate 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 State Highway and Public Transportation Commission under the authority of,Minute order 82513 By / C `f L~ l si4n ure Traffic Operations Engiheer Date Page 6 of 6 r Dat MEMORANDUM To Jerry Clark From Jeff Gann Date 05\30\91 Subject Estimate of Traffic Control Equipment needed for Ave D at I-35E and for Acme at U S 377 Ave D & I-35 Transyt 1880EL Controller Closed Loop (Diamond operation Complete with all plugables and 12EL Nema Plus Monitor LCD Cost $8458 00 Acme & U S 377 e Transyt 1880EL Closed Loop 8 Phase complete with all plugables and 12EL monitor LCD Cost $8185 00 1 I-- i JUL 2 5 1991 5 ORDINANCE NO RLCEIVE0 AN ORDINANCE APPROVING AN AGREEMENT BETWEEN THE CITY OF DENTON AND THE STATE OF TEXAS FOR INSTALLING TRAFFIC SIGNAL CONTROLLERS WITHIN THE CITY OF DENTON, AND PROVIDING AN EFFECTIVE DATE THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION I That the City Council hereby approves and autho- rizes the Mayor and City Secretary to execute and attest, respec- tively, the agreement between the City of Denton and The State of Texas providing for the furnishing of traffic signal control equip- ment within the City of Denton, under the terms and conditions con- tained in said agreement which is attached hereto SECTION II That the expenditure of funds in an amount not to exceed $12,641 00 is hereby authorized SECTION III That this ordinance shall become effective im- mediately upon its passage and approvjilp PASSED AND APPROVED this the/beg-day of 1991 0 BOB CASTLEBERRY, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY BY 'f APPROVED AS TO LEGAL FORM DEBRA A DRAYOVITCH, CITY ATTORNEY