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23-1532FILE REFERENCE FORM 1 23- 1531 X Additional File Exists Additional File Contains Records Not Public, According to the Public Records Act Other FILE(S)Date Initials 17- ago ORDINANCENO. 23-1532 AN ORDINANCE OF THE CITY OF DENTON REPEALING ORDINANCE NO. 17-250;APPROVING A UNIFORM EMERGENCY AID AGREEMENT TEMPLATE FOR THE PROVISIONOF AID BY DENTON MUNICIPAL ELECTRIC TO OTHER ELECTRIC UTILITIES AND FOR OTHER ELECTRIC UTILITIES’ PROVISION OF AID TO DENTON MUNICIPAL ELECTRIC, INTIMES OF WIDESPREAD SYSTEM OUTAGES CAUSED BY WEATHER, NATURAL DISASTER,OR EQUIPMENT FAILURE; AUTHORIZING THE CITY MANAGER, OR DESIGNEE, TOEXECUTE THE AID AGREEMENT AS NEEDED AND PROVIDE NOTIFICATION TO CITYCOUNCIL AND THE PUBLIC UTILITY BOARD; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, both independently owned electric utilities and municipally owned electric utilities have historically provided other electric utilities aid in the form of personnel and equipment in times of weather or natural disaster related emergencies with such aid being reimbursed by the electric utility receiving such aid ("Emergency Aid"); WHEREAS, the City of Denton, through its electric utility department, Denton Municipal Electric, has provided Emergency Aid for several years; WHEREAS, the City needs to more fully document the obligations of the parties when Emergency Aid is provided and provide the City Manager, or their designee, the ability to timely execute emergency aid agreements when emergencies arise and update the mutual aid agreement template previously approved by City Council ; WHEREAS, the City Council finds it is in the public interest for Denton Municipal Electric to provide and or Receive Emergency Aid; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS : SECTION 1. The findings and recitations contained in the preamble of this ordinance are incorporated herein by reference. SECTION 2. The attached Emergency Aid Agreement template is approved for use by the City after the effective date of this ordinance. The previously approved Emergency Aid Agreement approved by City of Denton Ordinance 17-250 as well as City of Denton Ordinance 17-250 is hereby repealed. SECTION 3. The City Manager, or their designee, is authorized to execute the approved Emergency Aid Agreement, or modified agreement after approval by the City Attorney, as needed withoutfurther authority, guidance, or direction from the Council, and is further authorized to carry out the rights and duties of the City under the Emergency Aid Agreement, including the expenditure of funds providedfor therein. SECTION 4. The City Manager, or their designee, is directed to notify the City Council and the Public Utilities Board within 24 hours of the execution of any and all Emergency Aid Agreements. SECTION 5. This ordinance shall become effective immediately upon its passage and approval. ""' E'If"#cH!="“*"""'"“YTh=1::=„t'=.,,;}}:L,pp,„.d by ti:ti==?„'''„=:LI Aye Nay Abstain Absent61 Mayor Gerard Hudspeth: Vicki Byrd, District 1 : Brian Beck. District 2 : J Paul Meltzer. District 3 : Joe Holland. District 4: Brandon Chase McGee, At Large Place 5 : Chris Watts, At Large Place 6: -LJ--Z-1 PASSED AND APPROVED this the IS th day of /### - GERARD HUDSPETH, MAYOR ATTEST: JESUS SALAZAR, CITY SECRETARY L\\\\ III 11111 APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY Digitally signed by Marcella DN: cn=Marcella Lunn. o, RV' kxp,u/diJJ\ \ III\VL , :::=i!„:tP£’:T::„,M„„.,„,mrc -oa5tSJ023'08'07 09:16:55 MUTUAL AID AGREEMENT In consideration of the mutual commitments given herein, each of the Signatories to this Mutual AidAgreement (this “Agreement”) agrees to render aid to any of the other Signatories as follows (the party to this Mutual Aid Agreement that is requesting aid in a Request For Aid (as hereinafter defined) is referred to herein as “Requesting Signatory”, and the party that is requested to provide aid in the Request for Aid is referred to herein as the “Aiding Signatory”): 1.) Request for aid. The Requesting Signatory agrees to make its request in writing to the Aiding Signatory within a reasonable time after aid is needed and with reasonable specificity, including withoutlimitation, the work to be performed and materials, supplies, personnel, and/or equipment the Requesting Signatory is requesting from the Aiding Signatory (“Request for Aid”). The Requesting Signatory agrees to compensate the Aiding Signatory as specified in this Agreement. 2.) Discretionary rendering of aid. The decision to render aid and the extent and limitations of the aid rendered (including the materials, supplies, personnel, and/or equipment to be provided by the party rendering aid) is entirely at the discretion of the Aiding Signatory. Nothing in this Agreement commits, binds, or otherwise obligates an Aiding Signatory to respond to any particular Request For Aid. This Agreement to render aid is expressly not contingent upon a declaration of a major disaster or emergency by the federal government or upon receiving federal funds. An Aiding Signatory reserves the right to recall any and all materials, supplies, personnel, and/or equipment, at any time.It is acknowledged and agreed that the decision to terminate aid and recall materials, supplies, personnel, and/or equipment lies solely with the Aiding Signatory. 3.) Invoice to the Requesting Signatory. Within 90 days of the return to the home work station of all personnel and equipment of the Aiding Signatory, the Aiding Signatory shall submit to the Requesting Signatory an invoice of all charges related to the aid provided pursuant to this Agreement. The invoice shall contain only charges related to the aid provided pursuant to this Agreement. 4.) Charges to the Requesting Signatory. Charges to the Requesting Signatory from the Aiding Signatoryshall be as follows: a.) Labor force. Charges for labor force shall be in accordance with the Aiding Signatory’s standard practrces. b.) Equipment. Charges for equipment, such as bucket trucks, digger derricks, and other special equipment used by the Aiding Signatory, shall be at the reasonable and customary rates for such equipment in the Aiding Signatory's location. c.) Transportation. The Aiding Signatory shall transport the personnel and equipment it is providing by reasonable and customary means and shall charge reasonable and customary rates for such transportation. d.) Materials and supplies. Charges for materials and supplies furnished or used by the Aiding Signatory shall be the reasonable replacement cost of such materials and supplies. e.) Meals, lodging and other related expenses. Charges for meals, lodging and other expenses related to the provision of aid pursuant to this Agreement shall be the reasonable and actual costs incurred by the Aiding Signatory. 5.) Counterparts. The Signatories may execute this Agreement in one or more counterparts, with each counterpart being deemed an original Agreement, but with all counterparts being considered one Agreement. 6.) Execution. Each party hereto has read, agreed to and executed this Agreement on the date indicated. Each party hereto represents that they have the authority to enter into this Agreement. Mutual Aid Agreement Page 1 of 4 BY: CITY OF DENTON, TEXAS BY: SARA HENSLEY, CITY MANAGER ATTEST: JESUS SALAZAR, CITY SECRETARY BY: JESUS SALAZAR, CITY SECRETARY APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY BY: MACK REINWAND, CITY ATTORNEY Mutual Aid Agreement Page 2 of 4 CITY OF DENTON ADDENDUM Command Responsibility at Response Site: The employee of the Requesting Signatory in charge at the site to which the response is made shall be the individual in charge of the operations (“Requesting Signatory Supervisor”) and thus Aiding Signatory Supervisor (as hereinafter defined) shall serve under the Requesting Signatory Supervisor; PROVIDED THAT, the Aiding Signatory’s equipment, supplies, and personnel shall be under the direct and immediate supervision of an employee of the Aiding Signatory (“Aiding Signatory Supervisor”). If the Requesting Signatory Supervisor specifically requests the Aiding Signatory Supervisor assume operational control, neither the Requesting Signatory Supervisor who makes such request nor the Requesting Signatory shall, by relinquishing operational control, be relieved of responsibility for the operation. INDEMNrFICATION: REQUESTING SIGNATORY HEREBY AGREES, TO THE EXTENT PERMITTED By THE CONSTITUTION AND LAWS OF THE STATE OF TEXAS , TO INDEMNIFY, DEFEND AND HOLD AIDING SIGNATORY, AND ITS MEMBERS, AFFILIATES, PARTNERS, CLIENTS, OFFICERS, DIRECTORS9 EMPLOYEES9 AGENTS) AND REPRESENTATIVES HARMLESS FROM AND AGAINST ANY LOSS) COST9 DAMAGE AND EXPENSE (INCLUDING) BUT NOT LIMITED TO) REASONABLE ATTORNEYS9 FEES AND COURT COSTS) OF WHATEVER KIND (1) SUFFERED OR INCURRED BY ANY PERSON OR ORGANIZATION (INCLUDING ANY CONTRACTOR(S) ENGAGED BY REQUESTING SIGNATORY OR ANY EMPLOYEES OF REQUESTING SIGNATORY, OR ITS CONTRACTORS), AND (I1) ARISING DIRECTLY OR INDIRECTLY FROM THE PERFORMANCE OF THE SERVICES UNDER THIS AGREEMENT AND/OR FROM REQUESTING SIGNATORy’S BREACH OF THIS AGREEMENT, EXCEPT TO THE EXTENT SUCH LOSS) COST) DAMAGE9 OR EXPENSE IS DUE TO THE NEGLIGENCE9 GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF AIDING SIGNATORY. Dispute Resolutions: If a dispute arises between the parties to this Agreement, the party claiming that a dispute has arisen shall provide to the other party immediate written notification, in accordance with the Notification Section of this Agreement, setting forth the specific nature of such dispute. Upon the giving of the notice referenced above, the parties agree that they shall attempt to resolve the dispute by informal discussions. Each party commits to participate in these efforts in a timely manner and in good faith. If such informal efforts are not successful, the parties may submit the dispute to non- binding mediation. Any costs for the mediator shall be shared equally between the parties. In the event of any litigation arising out of the performance of this Agreement, it is agreed that the Courts of the County of Denton, State of Texas, shall be courts of proper venue. Further, in addition to any other relief, the Court may award the substantially prevailing party reasonable attorneys’ fees and costs. Notice: Any notice under this Agreement is to be in writing and shall be delivered by (a) United States certified first class mail, postage prepaid, return receipt requested, (b) personal delivery, (c) facsimile, with printed confirmation, (d) electronic transmission (e-mail), or (e) nationally recognized overnight carrier to the appropriate party using the following respective addresses: To City of Denton, Texas:City of Denton, Texas 215 E. McKinney StreetDenton, TX 76201 AHn: City Secretary’s Office Fax: (940) 349-8596 E-Mail: citysecretary@cityofdenton.com To AHn: Fax:E-Mail: With a copy to:AHn: Fax:E-Mail: Notice will be deemed given forty-eight (48) hours after deposit into the United States Mail if sent by certified mail; when received if delivered personally, by facsimile or by e-mail (provided that if the fax or e-mail is received by the addressee, as evidenced by the fax confirmation or e-mail confirmation of the addressee, after 5:00 p.m. on the day the fax or e-mail is sent, such notice shall be deemed effective on the next business day); or twenty-four (24) hours after deposit if sent by nationally recognized overnight carrier. Either party may at any time change its address for notice by providing written notice of same to the other party in accordance with the notice provisions set forth above. Insurance: Each party agrees to maintain insurance coverage for its own equipment and personnel, whether through third-party insurance, self-insurance, or membership in an appropriate insurance pool providing equivalent coverage.