1984-1450915L
NO 9 - A4~
AN ORDINANCE APPROVING AN AGREEMENT BETWEEN THE CITY OF DENTON AND
BLACK & VEATCH CONSULTING ENGINEERS FOR ENGINEERING SERVICES RE-
LATING TO FEDERAL ENERGY REGULATORY COMMISSION (FERC) CONSTRUCTION
LICENSE FOR LEWISVILLE HYDROELECTRIC PROJECTS, AND PROVIDING FOR
AN EFFECTIVE DATE
WHEREAS, it is in the best interest of the City of Denton to
provide for its future needs for the construction and operation of
hydropower developments at Lewisville Lake Dam and Ray Roberts
Reservoir Dam, and
WHEREAS, the city staff and Public Utilities Board has
recommended that Black & Veatch Consulting Engineers, be retained
to assist the City with requests and requirements of local, state,
and federal regulatory agencies to obtain various licenses and
permits required for the construction and operation of hydropower
developments at Lewisville Lake Dam and Ray Roberts Reservoir Dam,
and
WHEREAS, Section 2 36 (f) of the Code of Ordinances requires
that the City Council approve all expenditures of more than
$3,000, and
WHEREAS, Section 2 09 of the Charter of the City of Denton,
Texas requires that every act of the Council providing for the
expenditure of funds or for the contracting for indebtedness shall
be by ordinance, NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS
SECTION I
That the Mayor and City Secretary are hereby authorized and
directed to execute and attest, respectively, the agreement be-
tween the City of Denton, and Black & Veatch Consulting Engineers,
be retained to assist the City with requests and requirements of
local, state, and federal regulatory agencies to obtain various
licenses and permits required for the construction and operation
of hydropower developments at Lewisville Lake Dam and Ray Roberts
Reservoir Dam under the terms and conditions being contained in
said agreement which is attached hereto and made a part hereof
SECTION II
That this ordinance
its passage and approval
shall become effective immediately upon
PASSED AND APPROVED this the
ATTEST
3011L ay
CHAKLOTTE EN, CITY SECRETARY
CITY OF DENTON, TEXAS
APPROVED AS TO LEGAL FORM
JOE D MORRIS, ACTING CITY ATTORNEY
CITY OF DENTON, TEXAS
BY irc V V.v~ -
r
THIS CONTRACT off Uve the
Hundred and -LLT by an,
poration organized and existing
Texas (hereinafter referred to as
NEERS (hereinafter referred to
professional engineers in the St
Missouri
WTTNESSETH
GENERAL AGRE DGIN'T
FOR
ENGIlCEERING SERVICES
day of in the year Nineteen
i between the CITY OF DENTON, TEXAS, a municipal cor-
under the Home Rule Amendment to the Constitution of
the Owner), and BLACK & VEATCH CONSULTING ENGI-
as the Engineer), a partnership having principals registered as
ate of Texas, with principal business office at Kansas City,
WHEREAS, the Owner requires services of the Engineer from time to time to assist the Owner
with requests and requirements of local, state, and federal regulatory agencies to obtain various
licenses and permits required for the construction and operation of hydropower developments
at Lewisville Lake Dam and Ray Roberts Reservoir Dam, and other services as may be required
by the Owner on an as-needed-and-authorised basis, referred to hereinafter as the Services, and,
WHEREAS, the Engineer is prepared to provide such Services
NOW THEREFORE, in consideration of the premises and the mutual covenants herein con-
tained, the parties hereto agree as follows
ARTICLE I - SERVICES TO BE PERFORMED BY TEE ENGINEER
The Engineer shall perform the Services when needed, as determined required, and authorized
by the Owner
ARTICLE II - COMPENSATION
The Owner shall pay to the Engineer for the performance of the Services the sum of the follow-
mg amounts
(1) The amount of 2 0 times payroll costs of personnel applied to the Services Payroll
cost is defined as 1 25 times direct salary cost
(2) For all expenses i"curred by the Engineer directly chargeable to the Services ren-
dered pursuant to this Contract, an amount equal to the actual out-of-pocket cost
or standard charges for such expenses Such expenses shall specifically include, but
are not necessarily limited to, the following
(a) Long distance telephone expenses
(b) Standard charges for operating time actually applied to the Services of the
Engineer's computer center, other computer centers, and the Engineer's
automated drafting systems
(c) Prints, reproductions, and printed documents at standard rates
(d) Reasonable traveling and living expenses for personnel
(e) The actual cost paid by the Engineer to third parties
(f) Other direct expenses related to the Services
The Engineer's fiscal month is from the 27th day of each month through the 26th day of the
succeeding month Thar Engineer will submit to the Owner monthly invoices for Services per-
formed Each invoice will be submitted by about the fifteenth day of the month following
the month during which such Services were performed
The Owner agrees to pay the Engineer's monthly invoice within 30 days after the invoice is
received by the Owner
The Owner has the right to audit the time records and salaries of personnel and charges for
direct expenses.
ARTICLE III - GENERAL OBLIGATIONS OF THE ENGINEER
The Engineer shall exercise the care, skill, and diligence customarily provided by a professional
engineer in the performance of such Services for projects sunilar to the project contemplated
hereunder If any modifications or alterations are required to correct significant deviations from
the quality of Services stipulated, the Engineer will, at no cost to the Owner, re-perform the
necessary Services to correct such deviations
The Engineer agrees to defend and indemnify the Owner against claims, loss, or damage winch
are the result of any accident caused by negligence associated with Services performed by the
Engineer The Engineer's liability shall be limited to the extent of the Engineer's available
insurance coverage for such negligence
The Engineer shall have no liability to the Owner for loss of use damages incurred by the
Company (including but not lunrted to loss of profits, cost of capital, cost of replacement
power or similar damages) arising out of the Services performed, or neglected to be performed,
by the Engineer under this Contract
The liability of the Engineer under the provisions of this Article shall not apply more than two
years after completion of the Services performed under this Contract
ARTICLE IV - INDEPENDENT CONTRACTOR
The Engineer undertakes the performance of this Contract as an independent contractor and
shall be wholly responsible for the methods followed in the performance of the Services and,
although the Owner shall have no right to supervise directly the methods used in the per-
formance of the Services hereunder, its representative shall have the right to inspect such
Services during the performance thereof and shall approve same for the Owner The Engineer
shall work closely with the Owner in performing Services under this Contract
ARTICLE V - COMPLIANCE WrM LAWS
The Engineer will, insofar as practical in the performance of Services, endeavor to comply with
all applicable regulatory requirements including federal, state, and local laws, rules and regula-
tions, codes, criteria, and standards
ARTICLE VI - QUALITY ASSURANCE
The Engineer shall per fig 8- the Services in accordance with the Engineer's Quality Assurance
Program. The Engineer's Quality Assurance Program shall be available for review by the Owner
ARTICLE VII - INSURANCE
During the performance of the Services under this Contract, the Engineer, for the protection of
the Owner, shall maintain the following insurance
(1) Comprehensive General Liability Insurance with bodily injury limits of not less
than $500,000 for each occurrence and not less than 5500,000 in the aggregate,
and with property damage limits of not less than S 100,000 for each occurrence and
not leas than S 100,000 in the aggregate
(2) Automobile Liability Insurance with bodily injury limits of not less than 5500,000
for each person and not less than $500,000 for each accident, and with property
damage limits of not less than $100,000 for each occurrence
(3) Worker's Compensation Insurance in accordance with statutory requirements and
Employers' Liability Insurance with limits of not less than 5100,000 for each
accident
The Engineer shall furnish the Owner certificates of insurance of the Engineer's insurance
policies covering the stated liabilities, together with the provision that the same shall not be
canceled without at least ten days' written notice to the Owner
ARTICLE VM - OWNER'S RESPONS®ILITIES
The Owner shall supply to the Engineer, either directly or indirectly from others, all available
information and data which is required by the Engineer The Owner will be responsible for the
following
(1) Approve all procedures established to govern the relationships among the Owner,
the Engineer, and third parties.
(2) Make final engineering and planning decisions utilizing information supplied by the
Engineer
(3) Provide designated personnel to represent the Owner in matters involving the
Engineer
ARTICLE IX - OWNERS®P OF DOCUMENTS
Reports, summaries, plans, and other documents ansmg out of this Contract shall be made
available and supplied to the Owner for their use
Original notes, calculations and investigative information, and copies of other documents shall
remain in the files of the Engineer
ARTICLE X - TERMINATION OF CONTRACT
The Owner shall have the right to terminate this Contract upon written notice to the Engineer,
and the Engineer shall terminate performance of Services on a schedule acceptable to the
Owner In the event of termination, the Owner shall pay the Engineer for all Services per-
formed
AwncLE 7Q - ASSIGNMENT
This Contract shall not be assigned in whole or in part except as may be approved in writing by
the owner
IN WITNESS WHEREOF, the parties have executed this Contract by their duly authorized
representatives effective the day and year first above written
ATTEST CITY OF DENTON, TEXAS
BY 9494e*:M~ Y
ate
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ATTEST BLACK & VEATCH CONSULTING ENGINEERS
BY BY
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