2013-077ORDINANCE NO. 2013-077
AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING THE CITY MANAGER OR HIS
DESIGNEE TO EXECUTE A CONTR.ACT THROUGH THE STATE OF TEXAS FOR THE
PURCHASE OF TEMPORARY LABOR SERVICES FOR VARIOUS CITY DEPARTMENTS AS
AWARDED BY THE STATE OF TEXAS CONTRACT 962-M3; AND PROVIDING AN
EFFECTIVE DATE (FILE 5215-PURCHASE OF TEMPORARY LABOR SERVICES AWARDED
TO TIBH INDUSTRIES, INC. ((CENTRAL NON-PROFIT AGENC� IN THE NOT TO EXCEED
ANNUAL AMOUNT OF $150,000).
WHEREAS, the State of Texas has solicited, received and tabulated competitive bids for the
purchase of necessary materials, equipment, supplies or services in accordance with the procedures
of state law on behalf of the City of Denton; and
WHEREAS, the City Manager or a designated employee has reviewed and recommended that
the herein described materials, equipment, supplies or services can be purchased by the City through
the State of Texas Procurement programs at less cost than the City would expend if bidding these
items individually; and
WHEREAS, the City Council has provided in the City Budget for the appropriation of funds
to be used for the purchase of the materials, equipment, supplies or services approved and accepted
herein; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The numbered items in the following numbered purchase order for materials,
equipment, supplies, or services, shown in the File Number listed hereon, and on file in the office of
the Purchasing Agent, are hereby approved:
FILE
NUMBER VENDOR AMOUNT
5215 TIBH Industries, Inc. $150,000
SECTION 2. The City Manager or his designated representative is hereby authorized to
execute the written contract which shall be attached hereto as Exhibit "A".
SECTION 3. By the acceptance and approval of the above enumerated bids, the City Council
hereby authorizes the expenditure of funds therefor in the amount and in accordance with the
approved bids.
SECTION 4. This ordinance shall become effective immediately upon its passage and
approval.
�� ,
rASSED AND ArrROVED this �ay �f ri � , 2013.
MARK A��[JR�Q7dGHS/MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY:
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
BY: '_', .
>
2-O - e 5215
IN THE STATE OF TEXAS
COUNTY OF DENTON
INTERLOCAL COOPERATION AGREEMENT
This Interlocal Cooperation Agreement (the "Agreement'� is made and entered into this 2� day of April, 2013, bettueen The City of
Denton, Texas, a polirical subdivision of the State of Texas (hereinafteT "Cit�� and the TIBH Industries, Inc. (TIBH}, the contracted
Cent�al Nonpxofit Agencp foz the Texas State Use Ptogram, opexating under Coni�act #9b2-M3-Temporary Personnel estabfished
by the State of Texas/Comptrolle= of I'ublic Accounts and The Council on Purchasing from People with Disabilities. The State Use
Program assists pexsons with disabilities in achieving maxiinum personal independence by engaging in useful, productive employment
activities.
WHEREAS, both the City and TIBH have the authoxity to enter into this Agreement pursuant to Chapter 122, Tifle 8, Section
122.017Teaas Human Resources Code, and Texas Local Govemment Code 271.083; and
WHEREAS, tlle Parks and Recreation Labor p=oject and other Citp Projects ("City of Denton Labor Project'� contemplated under
this Agreement are of mutual interest and benefit to TIBH and to the City and will further the instructional and technical objectives
of TIBH in a manner consistent with its status as the Central Nonprofit Agencp of the Texas State Use Program; and
WHEREAS, it is mutuallp beneficial to both parties to execute this Agreement whereby each entity can achieve common objectives
relating to the health, safety, and welfaie of the citizens of Texas, and in the intexest of sav�ing the City of Denton and State of Texas
tagpayex fundin� and
NOW THEREFORE, in consideration of the mutual repiesentations, terms and covenants heieaftei set forth, the parties hereby
agree as follows:
1. STATEMENT OF WORg. TIBH agrees to use its reasonable efforts to perfor�n the Labor program described in the
Statement of Work appended hereto, and any future agreed to statements of work betcveen both parties.
2. PRINCIPAL CONTACT. The Labor Project will be admuustered by Dennis D. Edwasds, Sr., Executive Director, Rising Star
Resource Development Corporation (RSRDG), or subsequent community rehabilitarion program provider as idenrified bp TIBH.
3. PERIOD OF PERFORMANCE. TIBH will conduct the Labox Project during the period of Apri12, 2013 tl�rough April 1,
2014. This Agxeement map be renewed annually thxough a written agreement executed by both parties.
4. TOTAL AMOUNT OF THE CONTRACT. The Ciry of Denton agrees to pay TIBH, a not to exceed yearly amount of
$150,000, or as agreed to in a similar payment schedule, listed below. Payrnent shall be for services rendered only, and
authorized by a City of Denton Purchase Order. The awarding or continuation of this coniract is dependent upon the availability
of funding. The City's papment obligations are payable only and solely from funds Appropriated and available for this contract.
The absence of Appropriated ox other lawfully available funds shall sender the Contract null and void to the egtent funds are not
Appropriated or available and anp deliverables delivered but unpaid shall be retumed to the Contractor. The City shall pxovide
the Coniractor written notice of the failure of the City to make an adequate Appropriarion for anp fiscal pear to pay the amounts
due under the Contract, or the reduction of any Appropriation to an amount insufficient to pemut the City to pap its obligations
under the Contract. In the event of none or inadequate appropriation of funds, the=e will be no penalty nor removal fees cha,rged
to the City.
5. PAYMENT SCHEDULE. The City shall make papments upon receipt of invoices, in accordance with the statutory provisions
of Texas Govemment Code; Chapter 2251.The payment schedule indentified below, strictly follows a milestone performance
schedule, in completion of the stated DELIVERABLES, and in the approval of invoices submitted to the City.
Payment shall be made upon acceptance of invoices submitted to the Ciry of Denton for services performed as
detailed in the proposal. Invoices must be fully documented as to labor provided, and must reference the City of
Denton Purchase Order number in order to be processed. No payments shall be rnade on invoices not listing an
authorized City of Denton Purchase Order. Fedezal excise taxes, Sta#e taYes, o� City sales taxes must not be included in the
invoiced amount. The City will fi�uush a t� exemption certificate upon request.
Invoices shall be sent to the following address:
Citp of Denton, Accounts Payable Department
215 East McKinney Street
Denton, TX 76201
Company Rep Name: Alma Vigil
Phone: 940-349-8223
Email: ��cc�iuntsn,ic:�hie�u an�<�r�_ic��-- �
6. TERMINATION. This agreement may be terminated by either party, upon sisty (60) days prior written notice.
7. BREACH / OPPORTUNITY TO CURE. The par6ies hereto expresslp covenant and agree that in the event either party is in
default of its obligations heiein, the party not in default shall prov�ide to the party in default at least thirty (30} days written notice
to cure said default before exercising any of its rights as provided fox in this Agreement.
S. LIABII.ITY. The parties to this Agreement and their respective officers and emplopees shall not be deemed to assume any
liability for the acts, omissions and negligence of the other party.
9. DISCLAIMER OF IJABILITY. TIBH MAI�S NO REPRESENTATIONS AND EXTENDS NO WARRANTIES OF
ANY KIND, EITHER EXI'RESS OR IMPLIED IN CONNECTION WITH THE TECHNICAL REPORTS, INVENTION
DISCLOSURES OR RESEARCH DATA FURNISHED UNDER THIS AGREEMENT. TIIERE ARE NO EXI'RESS OR
IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICUI.LiR PURPOSE, OR 'IT�AT USE
OF SUCH MATERIALS OR MODIFICATION OF SUCH MATERIALS WILL NOT INFRINGE ON ANY PATENT,
COPYRIGHT, TRADEMARI�, OR OTHER PROPRIETARY RIGHT.
10. FORCE MAJUERE. Except for the obligation for the papment of money, if either party fails to fulfill its obligations
hereunder when suck failuse is due to an act of God, or other circumstance beyond its reasonable control, then said failure shall
be excused for the duration of such event and foi such a time thereafter as is reasonable to enable the parties to resume
performance under tbis Agreement.
11. DISPUTE RESOLU'TION. The City must use the dispute resolution process provided in Chapter 2260 of the Texas
Government Code to attempt to resolve a dispute arising under this contract and such process is a required prerequisite to suit in
accordance with Chapter 107, Texas Civil Practice and Remedies Code. The City must submit written norice of a claim of
breach of contract under this chapter to TIBH Indusi•ries, Inc., 1011 East 53'/z Street Austin, Texas 78751. TIBH is the Central
Nonprofit Agency for the Texas State Use Program, and notbing in this Agreement waives or relinquishes the right of TIBH to
claim any exemptions, privileges and immunities as may be provided by law.
12. REMEDIES. This Agreement shall be construed bp and govemed by the laws of the State of Tegas. Venue for anp legal action
necessary to enfo=ce the Agreement will be in Denton County, Texas. No remedy herein conferred upon anp party is intended
to be exclusive of any other xemedy, and each and every such remedy shall be cumulative and shall be in addirion m every other
remedy given heseunder or now os hereafter existing at law or in equity o= by statute or otherwise. No single or partial exercise
bp anp party of any right, power or remedy hereunder shall preclude any other or further exexcise thexeof.
13. ENTIRE REPRESEN'TATION. This Agreement contains the entire agreement between the parties and supersedes any prior
oral or written agreements, commitments, understandings, or communications with respect to the subject mattex of the
Agreement. No amendments or modification of tbis Agreement shall be effective unless set forth in writing egecuted by duly
authorized representatives of each party. This Agreement shall be construed in accordance with the laws of the State of Tegas.
14. WAIVER. No waiver of any provision hereof or of any right or remedp hereunder shall be effecrive unless in writing and
signed by the party against whom such waiver is sought to be enforced. No delay in exe�cising, no course of dealing with xespect
to, or no partial exercise of auy right or remedp hereunder shall constitute a waiver of any right or remedy, or future egexcise
thereof.
15. ASSIGNMENT. This Agreement may not be assigned in whole or in part by any of the Parties without prior written consent
of the othex Party.
16. SEVEltABILi'TY. In the event that any section, paragraph, sentence, clause or provision hereof is held bp a court of competent
jurisdiction to be invalid, such shall not affect the remaining portions of tbis Agreement and the same shall remain in full force
and effect.
17. AMENDMENTS. This Agreement may be amended from time to �ime by written amendment by both parties.
18. NOTICE. Any nohce required to be given in connection with dus Agreement shall be in writing and shall be deemed effechve if hand
delivered, or if sent bp United States certified mail, retum receipt requested, postage prepaid, or if sent bp private receipted courier
guaranteeing same=dap or next-dap delivery, addressed to the respective party at its address pmvided below. If sent by U.S. certified mail
in accordance with this Section, such notices shall be deemed �ven and received on the earlier of (a) actual receipt at the address of ti�e
named addressee, or (b) on the third (3r� business day after deposit with the United States Postal Service. Notice given bp any other
means shall be deemed given and received onlp upon actual receipt at the ad.dress of the named add=essee.
TIBH Industries, Inc.
1011 East 53 '/2 Street
Austin, TX 78751
Atm: Execurive Director
Telephone: 512-451-8145
Email: infonnation(i tibh.or�
City of Denton
215 McKinnep Srreet
Denton, Texas 76201
Attn: City Manager
Telephone: 940-349-7100
Em2i1: nutchusin�icit�-nfdentun.com
19. NO THIRD PARTY BENEFICIARIES. For puiposes of this Agreement, including its intended operation and effect, the
parties specifically agree and contract that: (1) the Agreement only affects mattexs/disputes between the parties to this
Agreemen� and is in no way intended by the parties to benefit ox otherwise affect any third person or entity notwithstanding the
fact that such thiTd person or entity may be in contractual relationship with TIBH or the City, or both; and (2) the terms of this
Agreement are not intended to release, either by contract ox by opexation of law, anp third person or entity from obligations
owed bp them to either TIBH or the Citp.
20. CONFIDENTIALI'I"Y. L�uung �e course of the work and/or seroices to be provided under t}us agreement, TIBH may come in
canrract with confidential infom�ation of die City of Denton. TIBH agrees to treat as confidential �e information ox knowledge that
become known to TIBH during perfvrmance of this agreement and not to use, capp, or disclose such information to any thitd party
unless authorized in writing by the City of Denton. This pmvision does not restact the disclosiue of any infounation diat is required to
be disclosed under applicable law. TIBH shall pmmp$y notify �e City of Denton of any misuse or unauthorized disclosuse of iis
confidential information and upon e�iration of this agreement shall retum to the City of Denton all confidential information in TIBH's
possession or controL TIBH shall further comply with all City of Denton infonnation securitp policies that xnay apply.
21. ENTIRETY OF AGREEMENT. This Agreement represents the entise understanding between TIBH and the City and
supersedes all other negotiations, representations or agreement, written or oral, relating to this Agreement.
The parties have caused this Agreement to be executed by their duly authorized representative.
TIBH Indusrries, Inc.
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ACffi�TOWLEDGEMENT
STATE OF TEXAS
COUNTY OF DENTON
City of Denton, Texas
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Tifle: . I��_�' O�� �t� %�. ;I�
Date: �� 2 I � 3
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r��"�f'�:UVCD AS TO FORM:
CI�fY A�TORNEY
GITY OF DENTON, TEXAS
F�Y"o Y
This instrument was acknowledged before me on the �/1� day of G 2013 bp_ ' t on
behalf of the City of Denton, Texas.
�� � ���ti�!��xi
N tary Public in and for the State of Texas