2016-303oRDnvaNc� No. 2016-3n3
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF DENTON, A TEXAS HOME-
RULE MUNICIPAL CORPORATION, PROVIDING FOR, AUTHORIZING, AND
APPROVING THE EXECUTION BY THE CITY MANAGER, OR HIS DESIGNEE, OF AN
EQUIPMENT SUPPLY AND SERVICES CONTRACT FOR THE PURCHASE OF TWELVE
(12) RECIPROCATING INTERNAL COMBUSTION ENGINES AND RELATED
TECHNICAL SERVICES BETWEEN THE CITY OF DENTON AND WARTSILA NORTH
AMERICA, INC., A MARYLAND CORPOR.ATION; APPROVING THE EXECUTION OF
SUCH OTHER AND FURTHER RELATED DOCUMENTS DEEMED NECESSARY TO
EFFECTUATE THIS TRANSACTION BY THE CITY MANAGER, OR HIS DESIGNEE,
WHICH ARE INCIDENT OR RELATED THERETO; CONFIRMING AND RATIFYING
THAT THE CITY OF DENTON, ITS CITY MANAGER, AND ITS CITY ATTORNEY SHALL
BE AUTHORIZED AND EMPOWERED TO PERFORM SUCH ACTS AND OBLIGATIONS
AS ARE REASONABLY REQUIRED TO CONSUMMATE THIS TRANSACTION;
RATIFYING ALL PRIOR ACTIONS TAKEN BY THE CITY COUNCIL, CITY MANAGER
AND CITY ATTORNEY, OR THEIR DESIGNEES, IN FURTHERANCE OF THE
FOREGOING TRANSACTION; AND DETERMINING THAT SPECIFIC 1NFORMATION
CONTAINED IN SAID DOCUMENTS 1NVOLVED IN THIS TR.ANSACTION PERTAIN TO
A"COMPETITIVE ELECTRIC MATTER" AS SET FORTH UNDER THE PROVISIONS OF
§�551.086 AND 552.133 OF THE TEXAS GOVERNMENT CODE, AS AMENDED;
ADOPTING SIGNIFICANT RECITATIONS, FINDINGS AND CONCLUSIONS, AS ARE SET
FORTH IN THE PREAMBLE OF THIS ORDINANCE; THAT THE PURCHASE OF POWER
GENERATING EQUIPMENT AND SERVICES MADE BY THE CITY UNDER THE TERMS
OF THIS EQUIPMENT SUPPLY AND SERVICES CONTR.ACT ARE IN THE PUBLIC
WELFARE; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFORE; PROVIDING
AN EFFECTIVE DATE.
WHEREAS, the City of Denton, Texas ("Denton") is a Home-Rule City and a Texas
municipal corporation governed by the constitution and laws of the State of Texas; and
WHEREAS, in accordance with the provisions of §551.086 of the Texas Government
Code, after due notice of the public meeting was provided as required by law, this "Equipment
Supply and Services Contract" between the City of Denton, Texas and Wartsila North America,
Inc., a Maryland corporation, (hereafter the "Transaction") was submitted for final consideration
to the Denton Public Utilities Board on August 8, 2016; a majority of the Public Utilities Board
("PUB"), a"Public Power Governing Body" as defined by State law, convened a Closed Meeting
as permitted by law, and discussed, considered, and deliberated the Transaction; and thereafter in
its Closed Meeting proceeded to take final action and recommend to the City Council that the
Transaction by and between Denton and Wartsila North America, Inc. be recommended for
approval by a vole of six (6) in favor lo Ler� (0) upp�secl� bC1I1� d II1d� Vl�ily vute of all PUB inemUers
present, in substantially the form of the Equipment Supply and Services Contract presented to it;
and
WHEREAS, in accordance with the provisions of §551.086 of the Texas Government
Code, after due public notice being given, the City Council, a"Public Power Utility Governing
Body" under Senate Bi117, the Council has discussed, deliberated, and considered the Transaction,
the subject of this ordinance, in a Closed Meeting of the. City Council on September 20, 2016,
after receiving a legal opinion of counsel that the Transaction is a proper item for consideration in
its Closed Meeting, which item involves competitive electric matters, including business and
commercial information, which if disclosed, would give advantage to its competitors or
prospective competitors; and
WHEREAS, the City Council has further determined and finds that specific information
contained in the "Equipment Supply and Services Contract" and similar type information
contained in all other documents which are related thereto as from time to time may be executed
by the City of Denton, Texas and/or Wartsila North America, Inc., in connection therewith, should
be excepted from public disclosure, as permitted by the provisions of §552.133 of the Texas
Government Code, as information that is reasonably related to a competitive electric matter
("Competitive Information"), the disclosure of documents would provide an advantage to the
competitors or prospective competitors of Denton Municipal Electric ("DME"); and
WHEREAS, the City Council has further determined that it is in the public interest that it
should exercise its right under the Texas Government Code to lawfully safeguard and keep the
Competitive Information contained in the documents in the preceding paragraph sealed, as it is
competitive electric and financial information; and
WHEREAS, the City Council finds that said Transaction involves Denton purchasing from
Wartsila North America, Inc., twelve (12) reciprocating internal combustion engines and related
technical services; and that such Transaction is related to Denton's Renewable Denton Plan
approved by the City Council by resolution dated June 21,2016 (Resolution No. R2016-014) and
will provide Denton the ability to generate electricity during peak loading times while maintaining
a consistent and reliable supply of electricity thereby benefiting the ratepayers of DME; and
WHEREAS, the Council, having further convened an open public meeting on this item on
the September 13,2016, and having discussed the same, has considered all proposals provided by
firms in response to Denton's Request For Proposals and finds and concludes that Wartsila North
America, Inc., should be selected by Denton to provide the reciprocating internal combustion
����it��.� �•�clui��e�� ic�r iis p�:���cyr- ��;r��:t-�� " ��12����; ��� � t��e �'c�L��7c�i ��c�•�l�y i��l��� final action and
r���l�t•��es tl�is T�Y�n��ctic�i� t�� � v�t� �F � ) fe�xx ���c� ) against.
WHEREAS, Denton desires to enter into such other arrangements in support of the
Equipment Supply and Services Contract (hereafter "Contract") with Wartsila North America,
Inc., which are incident and related to the said Contract, and to take such additional actions as the
City Manager or his designee, shall determine to be necessary and advisable to consummate and
effectuate the matters set forth herein; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The recitations contained in the above Preamble are incorporated herewith
and are considered to be a part of this Ordinance.
SECTION 2. The City Council, hereby approves and authorizes the City Manager and City
Secretary, to execute and attest respectively, the Equipment Supply and Services Contract, by and
between the City of Denton, Texas and Wartsila North America, Inc., a Maryland corporation,
under the terms and conditions set forth in Exhibit "A", attendant with all Annexes and Exhibits
attached thereto, and made a part hereof, with such ancillary instruments, changes and additions
which are in substantial compliance with said Contract as the City Manager, or his designee, may
approve, and to consummate the execution and delivery thereof on behalf of the City of Denton
by or at the direction of the City Manager, or his designee.
SECTION 3. The City Council, hereby approves and authorizes the City Manager and City
Secretary, and their respective designees, to execute and attest respectively, all other documents
which are incident and related to the Equipment Supply and Services Contract referenced herein,
and to take such additional actions as the City Manager, or his designee, shall determine to be
necessary and advisable to effectuate the matters set forth above.
��C'T1fii� �. The City Manager, the City Attorney, or their designees, be, and each of them
individually hereby is, authorized and empowered to perform all such acts and obligations as
required with respect to the Equipment Supply and Services Contract described herein.
SECTION 5. The City Manager, the City Attorney or their designees be, and each of them
individually hereby is, authorized, empowered and directed to negotiate, deliver and perform all
such acts and things and to sign all such documents, each together with such amendments, changes
and additions thereto as the City Manager, the City Attorney or their respective designees shall
determine to be necessary or advisable to effectuate the matters set forth herein, any such
determination to be conclusively evidenced by the taking or causing to be taken of such action or
the execution and delivery of any such documents by the City Manager, the City Attorney, or their
designees.
�C;�"1I�7�1 �. All prior actions taken by the City Council, the City Manager, the City
Attorney, or their designees, in furtherance of the foregoing matters be and hereby are ratified,
confirmed, approved and authorized in all respects as of the dates and times such actions were
taken.
SECTION 7. Immediately following the execution and delivery of the documents
described as the Equipment Supply and Services Contract the City Secretary is hereby directed to
seal and maintain said documents in her custody and control, as documents excepted from public
disclosure under the provisions of §552.133 of the Texas Government Code (the "Public Power
Exception") unless otherwise lawfully ordered to disclose said documents.
��,�GTIC)1'� �. This ordinance and a copy of the Equipment Supply and Services Contract,
including the related Annexes and Exhibits as redacted of Competitive Information shall be open
for public inspection. However, the non-redacted Equipment Supply and Services Contract,
including the related Annexes and Exhibits, appended to this Ordinance shall not be produced for
public inspection, but shall be sealed, as provided for in Section 7 above.
SECTION 9. The expenditure of funds as provided for in this ordinance is hereby
authorized.
SECTION 10. This ordinance shall become effective immediately upon its passage and
approval.
PASSED AND APPROVED this the da of �e ���ber, ��116.
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CHRIS WATTS, MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
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APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
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