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2014-393•:� ` # � � � AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE APPROVAL OF AN AMENDED PROFESSIONAL LEGAL SERVICES AGREEMENT INCIDENT TO POWER PURCHASING AND RELATED ACTIVITIES, BY AND BETWEEN DAVID A. PORTZ, P.C. AND THE CITY OF DENTON, TEXAS; PROVIDING FOR RETROACTIVE APPROVAL THEREOF; PROVII7ING FOR THE EXPENDITURE OF FUNDS; AND PROVIDING AN EFFECTIVE DATE (FILE 5554 IN THE AMOUNT OF $50,000 FOR A TOTAL CONTRACT AMOUNT NOT-TO-EXCEED $125,000. WHEREAS, the City Council deems that it is in the public interest to continue to engage the law firm of David A. Portz, P.C., Houston, Texas to provide professional legal services for the City of Denton, Texas that are related to the operations of Denton Municipal Electric; and WHEREAS, City staff has reported to the City Council that there is a substantial need for the above-referenced professional legal services, and that limited City staff cannot adequately perform the specialized services and tasks with its own personnel; and WHEREAS, Chapter 2254 of the Texas Government Code, known as the "Professional 5ervices Procurement Act," generally provides that a City may not select a provider of professional services on the basis of competitive bids, but must select the provider on the basis of demonstrated competence, knowledge, and qualifications, and for a fair and reasonable price; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY O AINS: SECTION 1. The preamble to this ordinance is incorporated herewith by reference as a part of this ordinance. SECTION 2. The City Manager, or his designee is hereby authorized by the City Council to execute a"Arriended Professional Services Agreement for Legal Consulting" (the "Agreement") with David A. Portz, P.C., Houston, Texas, for professional legal services necessary for the operations of Denton Municipal Electric, for a fee of an additional not-to- exceed $50,000, aggregating a not-to-exceed amount of $125,000; in substantially the form of the "Agreement99 that is attached hereto as Exhibit "A" which is incorporated herewith by reference. SECTION 3. The award of this Agreement by the City is on the basis of the demonstrated competence, knawledge, and qualifications of David A. Portz, P.C. and the demonstrated ability of David A. Portz, P.C. to perform the services needed by the City for a fair and reasonable price. 5ECTION 4. The expenditure of funds as provided in the attached Agreement is hereby authorized. SECTION 5. This ordinance shall become effective, and is hereby retroactively approved, coniirmed and ratified as of September 12, 2014, upon its passage and approval. PASSED AND APPROVED this the ,� �._� day of �°��"�� m,. , 2014. _ w .... � �' �µ� ��.� � � Y �.:�. � I� I � �'� �r�TT . e,.. ,�� ..�_______ __°� �.. S, MAYO��. � � ATTEST: JENNIFER WALTERS, CITY SECRETARY I� APPROVED ,�,� TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY �� g �� .,.� �, � Y� .W�. ......nnnn � � �� . .. .......... M�' ��4 Page 2 DAVID A. PORTZ PC 3000 Bissonnet St. Suite 8306 Houston, TX 77005 Office 713-533-0075 Cel I 713-417-9116 david. portz(c�portzpc. com September 12, 2014 Via e-mail to Michael.Copelandna.citvofdenton.com Mr. Michael S. Copeland Deputy City Attorney City of Denton 215 E. N1cKinney City Hall Denton, TX 76201 Re: Engagement Letter between City of Denton, Texas acting by and through Denton Municipal Electric ("Client" or "DME") and David A. Portz PC ("PPC") Dear Michael: This letter describes the basis on which my professional corporation will provide legal services on the matter described below. Upon signature of the parties, this engagement is effective as of September 12, 2014 (the "Effective Date") 1. Scope of Enqaqement, Fees, PPC Activities outside Enqaaement. PPC and Client are entering this services agreement to engage PPC to provide legal counsel to Client on (i) examination, analysis and assistance in the preparation of ISDA Master Agreement format documentation and subsequent negotiation of same with certain designated prospective counterparties of Client, and examination, analysis, assistance in negotiation and preparation of other pertinent documentation related to creation of such commercial relationships, e.g., counterparty credit support documentation and/or podd Frank Act ("DFA") contracting and documentation requirements, (ii) preparation for and implementation of DFA-oriented regulatory compliance measures, and (ii) such financial and physical cominodities market-related contracting, matters and issues as Client and Firm may from time to time jointly determine, following requisite conflicts-checking and task definition. We have agreed as to the subject matter of the legal services described in this letter that PPC shall bill the time of David Portz to Client at the initial rate of $400.00 per hour for his services. Services in the first year of this engagement shall be limited such that aggregate fees billed shall not exceed ClienYs budgeted amount of $50,000.00. 2. Costs: In addition to fees for services, PPC invoices will include allowable, reasonable charges for documented disbursements, including parking, travel (transportation, lodging and meals when pertinent to business travel outside the Houston Texas inner loop area connected with representation of Client), computerized legal research, postage, messenger, courier and third party photocopying services, telephone charges, filing fees, etc. Time spent traveling in connection with Client matters will to the extent practicable be utilized to review and make progress on Client David A. Portz PC 9-12-14 ISDA Engagement Letter — DME matters subject to this engagement, to maximize the value derived by Client from compensation of PPC for that time. 3. Billinqs: PPC will render monthly statements of the professional services performed under the engagement, together with an itemization of the expenses incurred for Client's account in connection with such matter. PPC monthly statements will be prepared and e-mailed on or before the 10th day of the month following the month in which services are rendered. Payment is due on or before the end of the month in which such invoice was delivered, assuming all pertinent information is provided on the statement. PPC reserves the right to collect interest at a rate of 3% per annum on any amounts remaining unpaid on a delivered invoice beyond such invoice's due date, as well as to accelerate all unpaid monthly invoiced amounts to a single payment immediately due and owing. On assurances of timely satisfaction by Client of PPC conforming invoices, no retainer amount was specified in relation to this engagement. 4. Task Orqanization Matters: PPC will strive to meet the timing requirements Client indicates with respect to any projects assigned. PPC is sensitive to the need to be efficient and economical in providing legal services to Client. To that end, PPC will coordinate with you on its delivery of legal services and strive to work closely with Client staff as may be necessary or appropriate to adhere to Client's internal controls and enhance efficiencies. Where PPC is requested by senior commercial or credit representatives of Client to undertake legal services on Client's behalf, PPC shall take up such tasks sensitive to the time constraints communicated but strive to promptly coordinate with you or other pertinent Client legal group members to assure such matters are appropriate to this engagement. 5. Document retention: Unless agreed otherwise, stored PPC materials will be scheduled for disposal following the passage of two years. PPC will take appropriate measures to maintain such materials confidential. [The remainder of this page is blank.] 2 David A. Portz PC 9-12-14 ISDA Engagement Letter — DME I very much look forward to working with organization. Please cause a copy of this letter to and returned to me at your soonest convenience. Approved and Agreed: you, Michael, and serving the DME be countersigned on behalf of DME City of Denton, Texas, a Texas Municipal Corporation ("Denton Municipal Electric") .�,.� „� �� , ��, w' .�� .„ � � �, w ,� P N�m�. ��p�.., �,_. �..�...� Title: �' ��.'��.��+�.,,,�.� ATTEST; JE�N.I�'IFER WALTERS, � ITY SECRETARY APP��1,1�� I"O LEGAL FORM: ANI�"� �URG��, CITY ATTORNEY ��.,�", � �..,� � ��. ��W, � �., �"^, `� ` r� By� �wr,. ... 3 �ir�cerely, ��r�d Portz for David A. Portz PC