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2014-097FILE REFERENCE FORM 2014-097 X Additional File Exists Additional File Contains Records Not Public, According to the Public Records Act Other FILE(S) Date Initials First Amendment to Contract - Ordinance No. 2015-002 01/06/15 JR Second Amendment to Contract - Ordinance No. 2015-363 11/17/15 JR •,� . • � , �. , �,� , � � � � . ..• � •� , �. . � .... � . . . � .�• . • �; � .. � . .. . . �. � � . . � . � ... .� . . .; �r • • � . . � . ••�. .� � � • . � . /� . � • ,� : �� '� .R : l . [. �� . l: !�. • �� : • �� . •� . ' / . � 1; � , : �.. �� 1 � • . '.. , . �. �.. , �.. �. .:� /. �. I .. ♦ � '�. � � ,: . ,. . •; ♦. . �� ' '. �� •. .�.. : .,� � �:.�/ ... : � �1 . .� / . /�� /�� WHEREAS, Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, including; items that are only available from one saurce because af patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and ather utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights ta the materials; and need nat be submitted to competitive bids; and WHEREAS, the City Cauncil wishes to procure one ar more of the items mentioned in the abave paragraph; NOW, THEREFORE, •' ' • • � , • ' : • '' � � SECTION 1. The following purchase af materials, equipment or supplies, as described in the 66File" listed hereon, and on file in the office of the Purchasing Agent, and the license terms attached are hereby approved: FILE NUMBER VENDOR AMOUNT 5464 Ultimate CNG, LLC $120,000 �.l"��."1'�ON 2. The City Council hereby finds that this bid, and the award thereof, constitutes a procurement of items that are available from only one source, including, items that are only available from ane source because of patents, copyrights, secret pracesses or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or campanents far equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted ta competitive bids. SECTION 3. The acceptance and appraval of the above items shall not canstitute a cantract between the City and the person submitting the quotation for such items until such person shall comply with all requirements specified by the Purchasing Department. SECTION 4. The City Manager is hereby authorized to execute any cantracts relating to the items specified in Sectian 1 and the expenditure of funds pursuant to said contracts is hereby authorized. SECTION 5. The City Council of the City of Denton, Texas hereby expressly delegates the authority ta take any actians that may be required or permitted to be performed by the City of Denton under File 5464 to the City Manager of the City of Denton, Texas, or his designee. SECTION 6. This ordinance shall become effective immediately upon its passage and _.. -- approval. PASSED AND APPROVED this the _____ day of {r . �� 2014, �...._� Mtii�11 L"'1. t� 4,,.I��L�....�,1 V V 11,.C3y 1Viri 1 oit A1 1E�71. JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: ,;"�� ;�`�`� � _ �-Y � � STATE OF TEXAS COUNTY OF DENTON )i x )� �t a � � = � ULTIMATE CNG, LLC �,;::, r. gx8� Wheatland Farms Drive 4akton, Virginia, 2ai24 Aereement for CNG Fueline Service ��ay�°i��e i�'rrvs��l f�y_ l�I�i��w�� .�� 1��" ��'�'�; `��c�5'" tt� if�� :i� ��1' 6�t��aNa °l"�x��_ `tiT�r��.��s" s �elivaries made up to four times per waek of compressed natural gas (CNG) into the City of Denton, CNG- fueled vehiclas at the Fueling Sito, using commercially reasonable efforts. This contract is in the amount not to exceed $12� 0, Fuelin¢ Site; At tha City of Denton Solid Wsste facility at 1527 S, Mayhill Street, Denton, Texas. Buyer shall � provide no-eost aecess to the Fueling Site as necessary for UCNG to fulfill its obligations under this Agreement, includi�ig parking for UCNG equipment as necessary throughout the term of this Agraement, Source of CNG: Buyer understands that UCNG is dependent upon ATMOS Energy for Seller's access to a natural gas supply at a pressure of at least 100 PSI and not in excess of 300 PSI raceived. As such, Buyer acknowledges that UCNG is only able to supply CNG under this agreement to tha axtent it can obtain it. UCNG shall have no obligation to deliver more CNG than it is able to obtain, using coinmercially reasonabla afforts, and no damages shall accrue because of such inability, Total Cost to the Citv of Denton. Texas: The tvtal cost for all natural gas dispensed into City of Denton, Texas natural gas vehicles, as well as all services providad by UCNG, shall consist of three components, These shall be: ]) The Cost of the natural gas provided to fuel the Buyer's CNG vehicles , 2) Transport Fee — Fee for transporting UCNG equipment for each visit including gas from Source Site to Fueling S ite. 3) Vehicle On-Site Fueli�lg Feo — Per vehicle fueling fee. Cost of and Title to CNG; This agreement is for natural gas and for all services to deliver such gas into the CNG vehicles used by the City of Denton, Texas. The cost of the natural gas required under this proposal shall be $2.29 per Gasoline Gallon Equivalent (GGE). Title to the natural gas supplied by UCNG under this agreement shall transfer to Buyer when delivered into the City of Denton CNG vehicle tsnks, Consideration for UCNG services; A Transport Fee of $0.59 cants per GGE for the first 400 GGE of consumption across all vehicles for which natural gas is delivered. A minimum usaga of 350 GGE por UCNG trip to the City of Denton Fueling Site shaIl be established as part of this agreement. The Tra�isport Fee shall be reduced to $0.49 cents per GGE for all GGE's delivered in excess of 400 GGE per visit, k'uelin� Fee; A Vehicle On-Site Fueling Fee of $14,00 for each CNG vehicle that requires 30 GGE or more to fill and $9,00 for each CNG vehicle that requires less than 30 GGE to fill. These three all-inclusive price components include all UCNG costs to deliver CNG into City of Denton CNG Vehicles at the Fueling site which, among other eosts, includes: • Use of a UCNG FuelMuleTM and/or Gas Transport Module (GTM) to deliver to tl�e Fueling Site in Danton, Texas from Dallas, Taxss, • Capital depreciation, maintenance and wear and tear ai all components of the UCNG FuelMuleTM, gas dryer at Sourca Site snd otlier UCNG equipment required to deliver natural gas to City of Denton CNG vehicles at the I'ueling Site. • UCNG FuelMuleTM Operator and HAZMAT drivers' salary and benefits during such exclusive use listed above. • Insurance and all other associated UCNG mobile fueling costs �� ULTIMATE CNG, LLC 3i85 Wheatland Farms Drive Oakton, Virginia, 22124 Time_for Performance: UCNG Services under this Agreement shall commence during the month of March 2014, and shall continue until such time as the City of Denton Solid Waste Department determines that these services provided by UCNG are no longer necessary. A one-month advance notice for service termination by the City of Denton is required. Buyer may terminate this Agreement without cause upon thirty day's written notice made to Supplier. Iovoices and Pavment processin�: The Buyer review, inspection, and processing procedures for invoices ordinarily require thirty (30) days after receipt of invoices, materials, or services. It is the intention of the Buyer to make payment no later than thirty days after receipt of valid invoices for which items or services have been received. The thirty day processing period for invoices will begin on the date the invoice is received or the date the items or services are received, whichever date is later. �a�� li�.a�� ef� h��it�� s�f�t ��td ��vi�•c��_�ia�� •� �1�ti+��ts: T"]�e Supplier shall comply fully with all applicable faderal, state, and local health, safety, and environmental laws, ordinances, rules and regulations in the performance of the services, including but not limited to those promulgated by the Buyer and by the Occupational Safeiy and Health Administration (OSHA.). In case of conflict, the most stringent safety requirement shall govern. The Supplier shall indemnify and hold the Buyer harmless from and against all claims, demands, suits, actions, judgments, fines, penalties and liability of every kind arising from the breach of the Supplier's obligations under this paragraph. Environmental Protection_ The Respondent shall be in compliance with all applicable standards, orders, or regulations issued pursuant to the mandates of the Clean Air Act (42 U.S.C. §7401 et seq.) and the Federal Water Pollution Control Act, as amended, (33 U.S,C. § 1251 et seq.). Indemnification: THE SUPPLIER SHALL DEFEND (AT THE OPTION OF THE CITY), INDEMNIFY, AND HOLD THE BUYER, ITS SUCCESSORS, ASSIGNS, OFFICERS, EMPLOYEES AND ELECTED OFFICIALS HARMLESS FROM AND AGAINST ALL INDEMNIFIED CLAIMS DIRECTLY ARISING OUT OF, 1NCIDENT TO, CONCERNING OR RESULTING FROM THE FAULT OF THE SUPPLIER, OR THE SUPPLIER'S AGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THE SUPPLIER'S OBLIGATIONS UNDER THE AGREEMENT. NOTHING HEREIN SHALL BE DEEMED TO LIMIT THE RIGHTS OF THE BUYER OR THE SUPPLIER AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR AN 1NDEMNIFIED CLAIM. Insurance: During the performance of the Services under the Agreement, Supplier shall maintain the following insurance with an insurance company licensed or authorized to do business in the State of Texas by the State Insurance Commission or any successor agency that has a rating with Best Rate Carriers of at least an A- or above: • Comprehensive General Liability Insurance with bodily injury limits of not less than $1,000,000 for each occurrence and not less than $1,000,000 in the aggregate, and with property damage limits of not less than $100,000 for each occurrence and not less than $250,000 in the aggregate. • Automobile Liability Insurance with bodily injury limits of not less than $500,000 for each person and not less than $500,000 for each accideiit, and with property damage limits of not less than $100,000 for each accident. • Worker's Compensation Insurance in accordance with statutory reyuirements, and Employers' Liabi(ity Insurance with limits of not less than $100,000 for each accident including occupational disease. �w � ' m � ULTIMATE CNG, LLC 3i85 Wheatland Farms Drive Oakton, Virginia, 22�24 Jurisdiction and Venue: This Agreement is made under and shall be governed by the laws of the State of Texas, including, when applicable, the Uniform Commercial Code as adopted in Texas, V.T.C.A., Bus. & Comm. Code, Chapter 1, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. All issues arising from this Agreement shall be resolved in the District Courts of Denfion County, Texas and the parties agree to submit to the exclusive personal jurisdiction and venue of such courts. Ri�ht to Audit: Buyer shall have the right to audit and make copies of the books, records and computations pertaining to the Agreement. The Supplier shall retain such books, records, documents, invoices and other evidence pertaining to the Agreement period and two years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within ten (10) business days of written request. Further, the Supplier shall also require all Subcontractors to retain all books, records, documents and other evidence pertaining to the Agreement, and to allow the Buyer similar access to those documents. All books and records will be made available within a fifty-mile radius of the City of Denton. The cost of the audit will be borne by the Buyer unless the audit reveals an overpayment of 2% or greater. If an overpayment of 2% or greater occurs, the reasonable cost of the audit, including any travel costs, shall be borne by the Supplier which must be payable within ffteen (15) business days of receipt of an invoice. Agreed and accepted this �� day of. �� k 2014. "BUYER" CITY OF DENTON, TEXAS A Texas Municipal Corporation �� '�„r �� , � � �� sx Y � �' �, .�a... B , � u� �,�,�. y. �.. »..��. � ec�rg� C. Campbell �� City Manager ATTEST: JENNIFER WALTERS, CITY SECRETARY LEGAL FORM: CITY ATTORNEY 3 { � � � � � � , � �y; , �l '�`� ��,��,� " � a` r� � ..�..� ��...�_� �� __� �� "SUPPLIER" ULTIMATE CNG, LLC A Limited Liability Company By' � TDennis Pick, C�C�