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19-1589 ORDINANCE NO. 19-1589 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPAL CORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE AN INTERLOCAL COOPERATIVE PURCHASING AGREEMENT WITH NORTH CENTRAL TEXAS COUNCIL OF GOVERNMENTS (NCTCOG) UNDER THE GOVERNMENT CODE, SECTION 791.001, TO AUTHORIZE THE CITY OF DENTON TO PURCHASE NEW DIGITAL 2019 ORTHOPHOTOGRAPHY AND PLANIMETRICS DATA FROM THE NCTCOG GEOGRAPHIC INFORMATION SYSTEM; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; AND DECLARING AN EFFECTIVE DATE (FILE 7107 - AWARD AN INTERLOCAL COOPERATIVE PURCHASING AGREEMENT TO NORTH CENTRAL TEXAS COUNCIL OF GOVERNMENTS FOR A FIVE (5) YEAR NOT-TO-EXCEED AMOUNT OF $393,963). 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 and services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager or his designee is hereby authorized to execute the Interlocal Cooperative Purchasing Agreement with the North Central Texas Council of Governments (NCTCOG) under Chapter 791 of the Texas Government Code, and Chapter 271 of the Texas Local Government Code, a copy of which is attached hereto and incorporated by reference herein (the "Agreement"). SECTION 2. The City Manager or his designee is authorized to expend funds pursuant to the Agreement for the purchase of various goods and services. SECTION 3. The City Council of the City of Denton, hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under this ordinance to the City Manager of the City of Denton, or his designee. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. '1111, 1110tion to ,il�l�ivvc ilils ordinance was made by and seconded by t f f,a�e �i � �/�- , the ordinance was p :sed and approved by the following vote - 0 1: Aye Nay Abstain Absent Mayor Chris Watts: Gerard Hudspeth, District 1: ✓ Keely G. Briggs, District 2: Jesse Davis, District 3: ✓ John Ryan, District 4: Deb Armintor, At Large Place 5: y Paul Meltzer, At Large Place 6: y/ PASSED AND APPROVED this the day of , 2019. Cl1A MIS W kT I ', A OR ATTEST: •"' � �yA ROSA RIOS, CITY SECRETARY . 'A _ 3 BY. APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: li-G le DocuSign Envelope ID: 6BEEE26E-1459-4FE2-8E41-FE1594AC1481 5ƚĭǒƭźŭƓ /źƷǤ /ƚǒƓĭźƌ ƩğƓƭƒźƷƷğƌ /ƚǝĻƩƭŷĻĻƷ CźƌĻ bğƒĻ tǒƩĭŷğƭźƓŭ /ƚƓƷğĭƷ /źƷǤ /ƚǒƓĭźƌ ğƩŭĻƷ 5ğƷĻ tźŭŭǤ .ğĭƉ hƦƷźƚƓ /ƚƓƷƩğĭƷ 9ǣƦźƩğƷźƚƓ hƩķźƓğƓĭĻ DocuSign Envelope ID: 6BEEE26E-1459-4FE2-8E41-FE1594AC1481 North Central Texas Council of Governments INTERLOCALAGREEMENT BETWEEN THE NORTH CENTRAL TEXAS COUNCIL OF GOVERNMENTS AND WHEREAS, the North Central Texas Council of Governments (NCTCOG) is a voluntary association of, by and for local governments andhas an interest in providing information toits members to supportplanning, engineering, public safety, and municipal managementactivities; and, WHEREAS, the (Entity), wishes to have its map-based information system include the 2019digital orthophotography and/or LiDAR and/orderivativedataand has determined that the creation of this resource provides information for a multitude of uses throughout the Entity and thus serves a valid public purpose;and, WHEREAS, the Entity requires this information toaccomplishthispurposeandhas determined that NCTCOG can provide this information; and, WHEREAS, this Agreement is authorized by Chapter 791 of the Texas Government Code; and, WHEREAS, NCTCOG and Entity are local governments as that term is defined in Section 791.003(4) of the Texas Government Code; and, WHEREAS, Section 791.025 of the Texas Government Code authorizes local governments to agree with another local government to purchase goods and services; and, WHEREAS, a local government that purchases goods and services under Section 791.025 of the Texas Government Code satisfies the requirement of the local government to seek competitive bids for the purchase of goods and services; and, WHEREAS, NCTCOG and Entity, acting by and through their respective governing bodies, adopt the foregoing premises as findings of said governing bodies. NOW, THEREFORE, the parties, Entity and NCTCOG, agree to the following terms and conditions regarding the creation of digital aerial photography. DocuSign Envelope ID: 6BEEE26E-1459-4FE2-8E41-FE1594AC1481 I.LICENSE AGREEMENT The personnel specified in Appendix A will serve as points of contact for their respective organizations. The following provisions are a license agreement between NCTCOG and the Entity with respect to data products that are identified insection II. NCTCOG is the owner of and has the right to grant a license to use the said data products free of all liens, claims, encumbrances, and other restrictions and without otherwise violating any rights of any third party, including any patent, copyright, trade secret, or other proprietary rights. The NCTCOG data product may be distributed to the Entity on CD-ROM, DVD, or portable hard drive. The Entity will need to install and operate the NCTCOG data product on properly configured and compatible computer equipment running third party system and application software supplied by the Entity.The Entity will also need to ensure that any required data not supplied by NCTCOG is in proper format and no other software or equipment having an adverse impact on the NCTCOG product is present. A.Licensed Operating Environment (1)Operating Equipment. In exchange for monetary consideration listed in section II, the Entity will be granted an exclusive operation license to install, store, load, execute, and display (collectively, “Use”) the NCTCOG data product on as many local area networks and/or end-user workstations as the Entity reasonably needs in support of its own operation (the “Licensed OperatingEnvironment”). Any software components of the NCTCOG data product are provided in machine-readable executable format only. (2)Authorized Users. Unless otherwise agreed in writing, the NCTCOG data product will be used by Entity officials, officers, employees, and authorized contractors only (“Authorized Users”). A contractor shall be deemed authorized to Use the data products by the Entity or NCTCOG if such Use is incidental to a larger relationship between the contractor and the Entity, and is used for purposes no greater than reasonably needed to achieve the objectives of an actual project undertaken in connection with that relationship. The contractor must agree in writing to be bound by the provisions of this Agreement. B.Permitted Uses (1)Use of NCTCOG Products. The Entity’s Authorized Users may Use the NCTCOG data product in the Licensed Operating Environment for any use that furthers the Entity’s internal operations or in furtherance of the Entity’s mission. (2)Use of Generated Output or Other Data. Except as stated, the Entity will own all original works of authorship it may independently create. Digital output from the Entity’s Use of the NCTCOG Data Product may be resized as desired and printed on black and white, color printers, or map plotters.Such printed hardcopies may be distributed to the Entity’s officers, employees, citizens, contractors, or other persons in the regular course of business for their internal use or in connection with an actual transaction. Such printed output may be further copied, photographed, or reproduced digitally on the Internet. The Entity may charge a fee for such hardcopy printouts that exceed the actual direct cost of production. Without the prior written consent of NCTCOG, the Entity may not otherwise providecopied, digitized, reproduced, transmitted or disseminated, in whole or in part, any of the original digital data product in any form. 7/17/2018 DocuSign Envelope ID: 6BEEE26E-1459-4FE2-8E41-FE1594AC1481 II.OBLIGATIONS NCTCOG agrees to provide the Product(s) listed below for Entity’s use consistent with the terms herein. Upon delivery of the Product(s), NCTCOG shall invoice Entity in the amount(s) provided and Entity agrees to pay NCTCOG Remote Sensing ProductAmount 3” Orthophotography 6” Orthophotography 6” Oblique Photography LiDAR0.5MSingle Photon Total Aerial & LiDAR Derivative ProductAmount 1’ Contours (no breaklines) 2’ Contours (no breaklines) 2’ Contours (hydrologybreaklines) 1’ Contours (hydrology & transportationbreaklines) 2’Contours (hydrology & transportation breaklines) 3D Planimetrics Change Detection Mapping Impervious Surface Landcover/Landuse Solar Mapping Potential Total Aerial Derivative Product -2D PlanimetricsAmount Discounted Bundle A–Building footprints, road edges, parking lots, bridges &sidewalk centerlines Discounted Bundle B –Building footprints, road edges, parking lots, bridges & sidewalk edges Building footprints Bridges Driveways Fences Lake edges Parking lots Pavement pads Paved road centerlines Paved road edges Stream centerline Stream edges 7/17/2018 DocuSign Envelope ID: 6BEEE26E-1459-4FE2-8E41-FE1594AC1481 Swimming pools Sidewalk centerlines Sidewalk edges Tree canopy Unpaved road edges Total SDCP2019Project Total You have agreed to the payment terms listed below and have secured the total amount with purchase order (PO) number (Please enter a PO number if blank. If you have not yet secured a PO, please enter 9999). Invoice Date Fiscal Year or After Delivery 4 Payment Years If your payment is spread across two fiscal years youwillbe invoiced 50%of the total amount each year. Upon receipt of the first invoice, the Entity hasthirty (30) daysto reviewthe products and pay said invoice orthe remaining amount owed to the North Central Texas Council of Governments (NCTCOG). III.TERMINATION The parties agree that the Entity may terminate this Agreement by providing thirty (30) days’ written notice to NCTCOG. Such notice shall be given to NCTCOG at the address set forth under its signature below. In the event of such termination, NCTCOG shall reimburse to the Entity pro- ratable portion of the contracted amount for services rendered. The Entity shallreimburse NCTCOG for staff time billed to the project up to terminationat a rate of $95.00/hour.Reimbursed amount shall not exceed the total project amount in Section II. 7/17/2018 DocuSign Envelope ID: 6BEEE26E-1459-4FE2-8E41-FE1594AC1481 IV.MISCELLANEOUS Entirety ofAgreement ThetermsandprovisionsofthisAgreementconstitutetheentire agreementoftheundersignedpartiesandintheeventof a conflictbetweenthisAgreement andanyattachmentthereto,thetermsofthisAgreementshallprevail. GoverningLaw.ThisAgreementshallbe governedbyandconstruedinaccordancewiththe lawsofthestateofTexasandvenueshalllieexclusivelyinTarrantCounty,Texas.In performingitsobligationshereunder,eachpartyshalloperateandperforminaccordancewithall applicablestate andfederallaws. Severability.IntheeventthatoneormoreprovisionscontainedinthisAgreementshallfor anyreasonbeheldtobeinvalid,illegalorunenforceableinanyrespect,suchinvalidity, illegalityorunenforceabilityoftheAgreementshallbeconstruedasifsuchinvalid,illegalor unenforceableprovisionhadneverbeencontainedherein,andshallnotaffecttheremaining provisionofthisAgreement,whichshallremaininforceandeffect. Assignment.NopartytothisAgreementmayassignorotherwisetransferanyofitsinterestin thisAgreementwithouttheexpresswrittenconsentoftheotherparty. Immunity.ItisexpresslyunderstoodandagreedthatintheexecutionofthisAgreement,thatthe parties,eitherindividuallyorjointly,donotwaive,norshalltheybedeemedtowaive,any immunityordefensethatwouldotherwisebeavailabletoeachagainstclaimsarisinginthe exerciseofitspowersorfunctions. Non-appropriationofFunds.Each party paying for the performance of governmental functions in this Agreement must make those payments from current revenues available to the paying party.In Entityinanyfiscalperiodfor theeventnofundsorinsufficientfundsareappropriatedbythe anypaymentsduehereunder,EntitywillnotifyNCTCOGofsuchoccurrenceandthis Agreementshallterminateonthelastdayofthefiscalperiodforwhichappropriationswere receivedwithoutpenaltyorexpensetotheEntityofanykindwhatsoever, exceptastothe portionsofthepaymentshereinagreed uponforwhichfundsshallhavebeenappropriated. ForceMajeure.TheEntityandNCTCOGshallexercisetheirbesteffortstomeettheir respective dutiesandobligationsassetforthinthisAgreement, butshallnotbeheldliablefor anydelayor omission inperformanceduetoforcemajeureorothercausesbeyondtheir reasonablecontrol.(forcemajeure),including,butnotlimitedto,compliancewithany governmentlaw,ordinanceor regulation,actsofGod,actsofthepublicenemy,fires,strikes, lockouts,naturaldisasters,wars, riots,materialorlaborrestrictionsbyanygovernmental authority,transportationproblemsand/or anyothersimilarcauses. C ertification.TheundersignedareproperlyauthorizedtoexecutethisAgreementonbehalfof theparties.andeach party certifies totheother thatany necessary resolutions extending suchauthorityhavebeenfully passedandarenowinfullforceandeffect. 7/17/2018 DocuSign Envelope ID: 6BEEE26E-1459-4FE2-8E41-FE1594AC1481 IN WITNESS WHEREOF, the parties have executed this Agreement on the dates indicated below. NORTH CENTRAL TEXAS COUNCIL OF GOVERNMENTS 07/17/2018 Mike Eastland Date Executive Director 616 Six Flags Drive, Suite 200 Arlington, Texas 76011 Signature Date Name: Title: Street Address: City, State, Zip: APPROVED AS TO FORM: ______________________________ 7/17/2018 DocuSign Envelope ID: 6BEEE26E-1459-4FE2-8E41-FE1594AC1481 APPENDIX A NORTH CENTRAL TEXAS COUNCIL OF GOVERNMENTS MAIN CONTACTADDITIONAL CONTACT Name:Shelley BroylesBrian Lister Title:GIS Project CoordinatorSenior Research Data Analyst DepartmentResearch and Information ServicesResearch and Information Services Organization:NCTCOGNCTCOG Street Address:616 Six Flags Drive, Suite 200616 Six Flags Drive, Suite 200 City, State, ZipArlington, Texas 76011Arlington, Texas 76011 Phone/Fax:(817) 695-9156(817) 640-4428(817) 695-9153(817) 640-4428 E-mail:sbroyles@nctcog.orgblister@nctcog.org 7/17/2018 Certificate Of Completion Envelope Id: 6BEEE26E14594FE28E41FE1594AC1481Status: Completed Subject: Please DocuSign: City Council Contract 7107 NCTCOG Research and Information Service Source Envelope: Document Pages: 8Signatures: 4Envelope Originator: Certificate Pages: 6Initials: 1Suzzen Stroman AutoNav: Enabled901B Texas Street EnvelopeId Stamping: EnabledDenton, TX 76209 Time Zone: (UTC-06:00) Central Time (US & Canada)suzzen.stroman@cityofdenton.com IP Address: 129.120.6.150 Record Tracking Status: OriginalHolder: Suzzen StromanLocation: DocuSign 6/14/2019 2:55:29 PM suzzen.stroman@cityofdenton.com Signer EventsSignatureTimestamp Suzzen StromanSent: 6/25/2019 9:45:38 AM Completed suzzen.stroman@cityofdenton.comViewed: 6/25/2019 9:45:47 AM BuyerSigned: 6/25/2019 9:45:56 AM Using IP Address: 129.120.6.150 City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Melissa KraftSent: 6/25/2019 9:45:39 AM Melissa.Kraft@cityofdenton.comViewed: 6/25/2019 10:52:12 AM Chief Technology OfficerSigned: 6/25/2019 10:52:22 AM City of Denton Signature Adoption: Pre-selected Style Security Level: Email, Account Authentication Using IP Address: 47.190.47.120 (None) Signed using mobile Electronic Record and Signature Disclosure: Not Offered via DocuSign Lori HewellSent: 6/25/2019 9:45:38 AM lori.hewell@cityofdenton.comViewed: 6/26/2019 9:15:20 AM Purchasing ManagerSigned: 6/26/2019 9:15:44 AM City of Denton Signature Adoption: Pre-selected Style Security Level: Email, Account Authentication Using IP Address: 129.120.6.150 (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Mack ReinwandSent: 6/25/2019 9:45:39 AM mack.reinwand@cityofdenton.comViewed: 6/27/2019 4:25:48 PM City of DentonSigned: 6/27/2019 4:34:01 PM Security Level: Email, Account Authentication Signature Adoption: Pre-selected Style (None) Using IP Address: 129.120.6.150 Electronic Record and Signature Disclosure: Not Offered via DocuSign Signer EventsSignatureTimestamp Tabitha MillsopSent: 6/27/2019 4:34:04 PM Completed tabitha.millsop@cityofdenton.comViewed: 7/17/2019 8:44:21 AM City of DentonSigned: 7/17/2019 8:44:36 AM Using IP Address: 129.120.6.150 Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd HilemanSent: 7/17/2019 8:44:39 AM Todd.Hileman@cityofdenton.comViewed: 7/17/2019 8:56:29 AM City ManagerSigned: 7/17/2019 8:56:36 AM City of Denton Signature Adoption: Pre-selected Style Security Level: Email, Account Authentication Using IP Address: 47.184.84.226 (None) Signed using mobile Electronic Record and Signature Disclosure: Accepted: 7/25/2017 11:02:14 AM ID: 57619fbf-2aec-4b1f-805d-6bd7d9966f21 Rosa RiosSent: 7/17/2019 8:56:38 AM Rosa.Rios@cityofdenton.comViewed: 7/17/2019 7:15:04 PM City SecretarySigned: 7/17/2019 7:16:00 PM Security Level: Email, Account Authentication Signature Adoption: Pre-selected Style (None) Using IP Address: 129.120.6.150 Electronic Record and Signature Disclosure: Accepted: 7/17/2019 7:15:04 PM ID: 416d1d48-fe14-4982-a581-4fbc64132d25 In Person Signer EventsSignatureTimestamp Editor Delivery EventsStatusTimestamp Agent Delivery EventsStatusTimestamp Intermediary Delivery EventsStatusTimestamp Certified Delivery EventsStatusTimestamp Carbon Copy EventsStatusTimestamp Tabitha MillsopSent: 6/27/2019 4:34:03 PM tabitha.millsop@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sherri ThurmanSent: 6/27/2019 4:34:03 PM sherri.thurman@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Carbon Copy EventsStatusTimestamp Jane RichardsonSent: 7/17/2019 8:44:38 AM jane.richardson@cityofdenton.com Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane RichardsonSent: 7/17/2019 7:16:02 PM jane.richardson@cityofdenton.comViewed: 7/30/2019 9:43:45 AM Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign John SmithSent: 7/17/2019 7:16:03 PM John.Smith@cityofdenton.comViewed: 7/17/2019 9:15:32 PM Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness EventsSignatureTimestamp Notary EventsSignatureTimestamp Envelope Summary EventsStatusTimestamps Envelope SentHashed/Encrypted7/17/2019 7:16:03 PM Certified DeliveredSecurity Checked7/17/2019 7:16:03 PM Signing CompleteSecurity Checked7/17/2019 7:16:03 PM CompletedSecurity Checked7/17/2019 7:16:03 PM Payment EventsStatusTimestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you 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