The URL can be used to link to this page

2012-357o�nvalvcE No. 2012-357 AN ORDINANCE OF THE CITY OF DENTON, TEXAS APPROVING AND AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE AN "INTERLOCAL COOPERATION AGREEMENT" BY AND BETWEEN THE CITY OF DENTON, TEXAS AND DENTON COUNTY, TEXAS; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, this Interlocal Cooperation Agreement provides for Denton Municipal Electric, a department of the City, to perform services and furnish materials that are necessary in order to update the electric utility facilities for the Denton County Jail Expansion Project and the Denton County Juvenile Probation and Detention Expansion Project, which Projects call for labor and materials that are above and beyond the existing required DME Electric Service Standard; NOW THEREFOR THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Council of the City of Denton hereby approves an Interlocal Cooperation Agreement (hereafter the "Agreement"), by and between the City of Denton, Texas and Denton County, Texas for the provision of electric services and materials. The City Manager, or his designee, is hereby authorized to execute this Interlocal Cooperation Agreement on behalf of the City; a copy of which Agreement is attached hereto and incorporated by reference herewith. SECTION 2. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the %�� day of ��(I �/�/n ��,�'- , 2012. MA A. OU S, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY By: � APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY � By: STATE OF TEXAS § § COUNTY OF DENTON § INTERLOCAL COOPERATION AGREEMENT THIS AGREEMENT is made and entered into by and between the CITY OF DENTON, TEXAS, a Texas Municipal Corporation (hereinafter "the CITY") and DENTON COLJNTY, TEXAS (hereinafter "the COUNTY"), each organized and existing under the laws of the State of Texas, and each acting by, through and under the authority of their respective governing bodies and officials; and WI3EREAS, the CITY and the COUNTY are local governmental entities organized under the laws of the State of Texas and both of whom have the authority to perform the services set forth in this Agreement, individually, and who mutually desire to enter into an interlocal cooperation agreement as provided for in Chapter 791 of the Texas Government Code in order to maximize the benefits to the citizens of the CITY and the COUNTY to be derived from each taxpayer dollar expended; and WHEREAS, the COLJNTY desires that Denton Municipal Electric ("DME") the CITY'S wholly-owned electric utility, to update the electric utility facilities for the Denton County Jail Expansion Project, 127 N. Woodrow Lane, Denton, Texas 76209, and the Denton County Juvenile Probation and Detention Expansion Project, 210 S. Woodrow Lane, Denton, Texas 76209 (both referred hereinafter as "the PROJECT"), and more particularly described as Final Re-plat, Lot 1R-Block A, of the Denton County Law Enforcement Center out of the J. Brocic Survey Abstract No. 55 and the Hiram Sisco Survey Abstract No. 1154. DME's update will be beyond the applicable DME Electric Service Standard and will clear existing electric utility facilities to allow construction of a Jail Tower at the PROJECT. The new utility facilities are to include provisions for the distribution transformers to have a loop feed of the 15 1cV circuits. In addition, DME is to provide an additional main line circuit into the PROJECT for improved reliability; and WHEREAS, in accordance with the DME Electric Service Standards adopted by the Denton City Council, DME considers that the COiJNTY' S request is a betterment to the COLJNTY'S electric system at the PROJECT and is beyond DME Electric Service Standards. DME has informed the COUNTY of such determination and that the COUNTY is financially responsible for a portion of the cost for betterment of the DME Electric Utility System beyond DME Electric Service Standards, together with all costs associated with the clearing of the Jail Tower site for construction; and WHEREAS, the CITY is willing to enter into this Interlocal Cooperation Agreement with the COUNTY wherein the CITY shall provide services and materials for the update to the current electric utility facilities for the PROJECT and the clearing of the Jail Tower site for construction and betterment of the DME Electric Utility System, beyond DME Electric Service Standards, and provides for payment of the costs of such services by the COLTNTY to the CITY; and WHEREAS, the COiJNTY, by its duly-authorized Commissioners Court, has given specific written advance approval for entering into this Agreement with the CITY as required by Tex. Gov't. Code §791.014(a); and ��•� �`'0� �� NOW THEREFORE, the CITY and the COUNTY, for and in consideration of the premises and the mutual covenants set forth in this Interlocal Cooperation Agreement, and pursuant to the authority granted by the governing bodies of each of the Parties hereto, in accordance with Tex. Gov't Code §791.011(d)(1), do hereby AGREE as follows: ARTICLE 1 1NCORPORATION OF PREAMBLES All matters and recitations stated in the preamble to this Agreement are true and correct and are hereby incorporated by reference into the provisions of this Agreement for all purposes. ARTICLE 2 PURPOSE OF AGREEMENT. The purpose of this Agreement is, as designated in the Preamble hereto, to evidence the agreement of the CITY and the COUNTY wherein the CITY shall provide updated electric utilities; clear existing electric utility facilities to allow construction of a Jail Tower for the PROJECT; the construction of new utility facilities including provisions for the distribution transformers to have a loop feed of the 15 1cV circuits; and to provide an additional main line circuit for the PROJECT. ARTICLE 3 TERM OF AGREEMENT This Agreement shall be effective as of the /�ril day of ��.Q�/32U(�' , 2012, and shall continue in force and effect until all requirements are satisfied. The Parties may each elect to terminate this Agreement, as permitted under the provisions of Article 4 hereunder, except that the terms of the indemnification/liability provisions contained within Article 8 hereunder, shall survive such termination. ARTICLE 4 TERMINATION OF AGREEMENT This Agreement terminates upon the %rst to occur of the following events: A, By the mutual written agreement of the CITY and the COUNTY; or B. By either Party, if a Party defaults or breaches any of the terms or conditions of this Agreement and such default or breach is not cured within sixty (60) days after written notice by the non-defaulting Party to the defaulting Party. ARTICLE 5 CONSIDERATION TO BE PAID BY THE COUNTY TO THE CITY The consideration to be paid or afforded by the COUNTY to the CITY pursuant to the terms of this Agreement, is as follows: A. The COLJNTY agrees to fully pay the CITY the sum of $250,000.00 for its services in accordance with the DME Electric Service Standards currently adopted by the City Council; and for all services, inclusive of all material and 2 labor, required for DME's construction and furnishing materials in clearing DME facilities from the PROJECT and providing electric utility facilities beyond requirement of the DME Electric Service Standards; and B. The GITY agrees to provide DME staffing, equipment, materials and labor necessary for the good and workman-lilce moving of the electric facilities at the PROJECT and update of the electric utility facilities throughout the PROJECT. ARTICLE 6 CONSIDERATION BY THE CITY The consideration to be afforded by the CITY to the COiJNTY for the term of this Agreement, is as follows: A. The CITY shall fully cooperate with the COUNTY and shall talce all reasonable steps to facilitate the CITY's clearing of current DME electric utility facilities from the PROJECT and providing updated electric utility facilities beyond requirement of the DME Electric Service Standards as set forth with specificity in the CITY's Utility service plan. The CITY's plan is set forth on Exhibits "1" and "2" attached hereto and incorporated herein for all intents and purposes. B. The CITY shall provide the COUNTY with the name, phone number and e-mail address(es) of DME's representative(s) who shall respond to any questions that the COLTNTY should have during the pendency of the services to be performed at the PROJECT. C. The City shall perform its activities with respect to the PROJECT in accordance with the DME Electric Service Standards adopted by the Denton City Council. ARTICLE 7 FORCE MAJEURE Events of Force Majeure shall mean any contingency or cause beyond the reasonable control of a Party including, without limitation, acts of God or the public enemy, war, riot, civil commotion, insurrection, government or de facto government action (unless caused by acts or omissions of the party), fires, explosions, rain or other weather delays, floods, strilces, slowdowns or worlc stoppages. ARTICLE 8 INDEMNIFICATION/LIABILITY THE PARTIES AGREE TO BE RESPONSIBLE EACH FOR THEIR OWN NEGLIGENT ACTS OR OMISSIONS, OR OTHER TORTIOUS CONDUCT, IN THE COURSE OF PERFORMANCE OF THIS AGREEMENT WITHOUT WAIVING ANY SOVEREIGN IMMUNITY, GOVERNMENTAL IMMUNITY OR OTHER DEFENSES AVAILABLE TO THEM UNDER FEDER.AL OR STATE LAW. THE PARTIES EXPRESSLY AGREE THAT NO PROVISIONS OF THIS AGREEMENT ARE IN ANY WAY INTENDED TO CONSTITUTE A WAIVER OF ANY IMMUNITIES FROM SUIT OR FROM LIABILITY THAT EACH PARTY HAS BY OPERATION OF LAW. NOTHING IN THIS PARAGRAPH SHALL BE CONSTRUED TO CREATE OR GRANT 3 ANY RIGHTS, CONTRACTUAL OR OTHERWISE, IN OR TO ANY THIRD PERSONS OR ENTITIES. ALL PARTIES AGREE THAT ANY SUCH LIABILITY OR DAMAGES OCCURING DURING THE PERFORMANCE OF THIS AGREEMENT CAUSED BY THE JOINT OR COMPARATIVE NEGLIGENCE OF THE PARTIES OR THEIR EMPLOYEES, AGENTS OR OFFICERS, SHALL BE DETERMINED IN ACCORDANCE WITH THE COMPARATIVE RESPONSIBILITY LAWS OF THE STATE OF TEXAS. CITY ACKNOWLEDGES THAT COUNTY IS PROHIBITED BY ARTICLE XI SECTION 7 OF THE CONSTITUTION OF THE STATE OF TEXAS FROM INDEMNIFYING IT OR ANY OTHER THIRD PARTY FOR DAMAGES ARISING UNDER THIS AGREEMENT. ARTICLE 9 GOOD FAITH NEGOTIATION AND DISPUTE RESOLUTION Whenever a dispute or disagreement arises under the terms of this Agreement, the Parties agree to enter into good faith negotiations to resolve such disputes. If the matter continues to remain unresolved after good faith negotiations by the Parties then the matter shall be referred to outside mediation. This provision is mandatory and shall be a condition precedent to the filing of any litigation by either or both Parties. ARTICLE 10 ASSIGNABILITY/CONSENT Except as otherwise provided herein, or except as may be hereafter determined by the Parties, no Party to this Agreement may sell, assign, or transfer its interest in this Agreement, or any of its right, duties or obligations hereunder, without the prior written consent of the other Party. Whenever the consent or the approval of a Party is required herein, such Party shall not unreasonably withhold, delay or deny such consent or approval. ARTICLE 11 NOTICE Any notice given by one Party to the other, in connection with this Agreement, shall be in writing and shall be by personal delivery; sent by registered mail or certified mail; sent by electronic mail or by U.S. Mail, return receipt requested, postage prepaid; to: CITY: Office of the City Manager City of Denton, Texas 215 East McKinney Denton, Texas 76201 COLJNTY: Office of the County Judge Denton County, Texas 110 West Hicicory Street, 2°d Floor Denton, Texas 76201 Notice shall be deemed to have been received on the date of receipt as shown on the return receipt or other written evidence of receipt. 4 ARTICLE 12 MODIFICATION No waiver or modification of this Agreement or of any covenant, condition or limitation herein contained, shall be valid unless in writing and duly executed by the Party to be charged therewith. No evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising between the Parties hereto out of or affecting this Agreement, or the rights or obligations of the Parties hereunder, unless such waiver or modification is in writing, duly executed. The Parties further agree that the provisions of this Article will not be waived unless as herein set forth. ARTICLE 13 SAVINGS/SEVERABILITY In the event that any one or more of the provisions hereof 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 the other provisions, and the Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained in this Agreement. ARTICLE 14 GOVERNING LAW AND VENUE This Agreement shall be construed under and governed by, and in accordance with, the laws of the State of Texas, and all obligations of the Parties hereto, created by this Agreement, are performable in Denton County, Texas. Venue of any suit or cause of action under this Agreement shall lie exclusively in Denton County, Texas. ARTICLE 15 ENTIRE AGREEMENT This Agreement and the e�ibits attached hereto constitutes the entire agreement among the Parties hereto with respect to the subject matter hereof and supersedes any prior understandings, or written or oral agreements, between the Parties with respect to the subject matter of this Agreement. No ainendment, modification, cancellation or alteration of the terms of this Agreement shall be binding on any Pariy hereto unless the same is in writing, dated subsequent to the date hereof, and is duly authorized and executed by the Parties hereto. ARTICLE 16 WAIVER OF TERMS AND CONDITIONS The failure of either Party to enforce or insist upon compliance with any of the terms or conditions of this Agreement shall not constitute a general waiver or relinquishment of any such terms or conditions, but the same shall be and remain at all times in full force and effect. ARTICLE 17 AUTHORITY OF PARTIES This Agreement is made and entered into by the duly-authorized officials of each respective governmental entity. ARTICLE 18 CAPTIONS The captions contained in this Agreement are for informational purposes only and shall not in any way affect the substantive terms or conditions of this Agreement. ARTICLE 19 COUNTERPARTS This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and constitute one and the same instrument. IN WITNESS WHEREOF, the City of Denton, Texas, has caused this Agreement to be executed in three original counterparts by its duly-authorized and empowered Mayor; and Denton County, Texas, has caused this Agreement to be executed by its duly-authorized and empowered County Judge on the dates set forth below. CITY OF DENTON, TEXAS A Texas Municipal Corporation I: lu : : . ` a :�: 4�Ll�`' � • ' DATED: /�//S// ATTEST: JENNIFER WALTERS, CITY SECRETARY By: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY r. By: DENTON CO Y, TEXAS By: MARY HORN, C UNTY JUDGE DATED; �,'�lg��.NTD"'� . �,�,' ° 'p`��e ATTEST: �;4�° �o ...... N(,'�9��s�,� COUNTY CLERK, DENTON COUNT�� . .� �='��',., G°', �_ :, . �1'i �. ^, .� f� .�.,,,; Y,,,�� w 1 � -- ��.�,� �; .�� By: r`� �'<<' j ,,�� ;��'�� _, lf ° � ��' ;�;u' : ` '': i.;\��,,' APPxovED as To L AL FoxM: ��S�S'%I�il�i�Of� .,��,:�. ASSISTANT�ISTRICTATTORNEY ��'��'�,�;-,,,�,i;,�,�ti+,`� : AUDITOR'S CERTIFICATE I hereby certify that funds are available in the amount of $�� U a�� i to accomplish and pay the obligation of Denton Coun�µnder this contract. JV(�ells, DeritM}ri County Auditor ,D�� D�� p, et3a . �ri^ s,�•` �;� � . MCHINNEY � ,.N� DME Facilities Impacted by Housing Pod Construction SG603 - direct canflict with building Tranx #7537 - primary feed conflicts with building Tranx #9038 - primary feed conflicts with building 4/0 Primary - SG602 to SG603 conflicts with building 4/0 Primary - SG604 to SG603 conflicts with building � � .' a �' i ... _..._ 1 T HICKORY '�'� ��,��' c.� ��a� � , t. . .. � ' ` ., r— c,�� .� ',� � . . . �.. r�' ��i�. � � . _ -:.� ' �" � .--� � Y� . e,`t -� ` ` -� � �) F_ .��1 �.��..�._��.�. � � � z � ` �L , � �.. I ..' :* � � i' wt � y"� . _ "At�,� �. �. — ._�.,, t, 9 p�S �6� a �,. � � ��' _ ,� • i ��,.� .. r � �� , �n�s — � ei° - - • .'- - �:�i r , ` � SG603 � � � � #7537 � .y.••� _. ,...,� pp,� ,q0 . s TROY H. USr"'�"�' � Q� "� �. � #9038 .,� � � li:, z � r � w � 1181HX3 � _ Za" a �`2 .� ri"-, [��U�— m �� V O �£ W E � U J � � z p9 0 i I' � i�= X W � J � � � O U J . Q R� / Z 9 � � O U 9 O 9 za W 0 � , �. I �.' J �� . I� — i � — ; � � - .�� u< e _ c,�e., , ;t�;, . � - f�� --_ � � — ,,�.�—... e � �� _ ��, � �� .� � � ,� , �� - � � �;��' _ .; �.. f:� ,- � �.IXPNt570N . 1 � �i �. , �i. � rrr. L i .. _ _ _— �� I I . lFC ... � 5 � A�. _. — I 'fANSION . � --. � _ _ ._ r�,{� -j � � �•° . ._ .. , � �� . I �I ... - ,. _� • III .�� :.�9 1f FROP�1� , . .. � '�` ' . . , Flk,_V.4 / '� y - FFF=1 � �d ;�� % i F . �� . . �. . . — �,E_o �� ' � . . . . . . , ,� � � �� . -. �P�4` .5;��. . . ' . . 9�' 'I, . . . � .q� . ' I � � � �� ,'�,_„�. `}; _ ;�i � __� — � �UUTM� � -� X �II� �l I10USIN P0p � � S �HUUSINC Pnp -_ ��I �i - �� X � - .'�� . � � — - � � , � {_ _'I � ± x x — e i �( , � : :,r-,-�:�,�--�r -nr--_ ~ - I '! I I�,' ,1� I� ;'� � �_, ! i ��r_ " � � � � ��-�_ �� • _ `�j — _ _____–�� _ . ..-- :_.. ,y b 4 � N � f- m _ ►i� 6869-tE9-008 Otl9N3d z�� o-� �� _� z W � � E � � Q � 0 $ � � W � C 0 U J Q � � � � O � U Z 9 � � z - � �