23-2271 IncompleteORDINANCE NO. 23-2271
AN ORDINANCE OF THE CITY OF DENTON A TEXAS HOME-RULE MUNICIPAL
CORPORATION. AUTHORIZING THE CITY MANAGER, OR DESIGNEE, TO
EXECUTE AN INTERLOCAL AGREEMENT BETWEEN THE CITY OF DENTON
(“CITY”) AND TEXAS WOMAN’S UNIVERSITY (“TWU”) FOR FUNDING THE
CITY'S MSE WALLS AESTHETICS PACKAGE PROJECT, PROVIDING
FINANCIAL ASSISTANCE THROUGH THE TEXAS DEPARTMENT OF
TRANSPORTATION (“TxDOT”) IH-35 CORRIDOR AESTHETICS PROJECT; CSJ
0195-03-087. IN AN AMOUNT NOT TO EXCEED EIGHT HUNDRED SIXTY-SEVEN
THOUSAND, ONE HUNDRED SIXTY-TWO AND 84/100 (8867,162.84) DOLLARS;
AUTHORIZING THE CITY MANAGER, OR DESIGNEE, TO EXECUTE AND
DELIVER THE AGREEMENT; PROVIDING FOR THE EXPENDITURE OF FUNDS
THEREFOR; AND PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the Intergovernmental Cooperation Act, Chapter 791.035, V.T.C. A., Texas
Government Code, provides authorization for any local government to contract with an institution
of higher education or university, as defined by Section 61.003 Texas Education Code, to perform
governmental functions and services in which the contracting parties are mutually interested under
the terms of the Act; and
WHEREAS, it is the desire of the aforesaid parties to comply with and further the policies
and purpose of the Interlocal Cooperation Act;
WHEREAS, the City of Denton, Texas (“City”) and Texas Woman’s University
(“TWU”) desire to enter into an Interlocal Agreement (''ILA”) regarding the State Control-
Section Job (CSJ) Number (0195-03-087) project described as construction of landscaping and
scenic enhancements consisting of wall aesthetics at IH-35 from North of Texas Blvd. to North
of US 77 in the city of Denton; and
WHEREAS, the TWU desires to solely participate and only be responsible for the MSE
wall enhancements cost located at IH-35 and University Drive (US 380) as shown in the plans
prepared by Kimley-Horn, Inc.; and
WHEREAS, the City has presented TWU the cost estimate reflecting their portion of the
total federal funding participation in the amount of $867, 162.84; and
WHEREAS, the TWU will be responsible for any cost overruns in excess of the amounts
specified in the ILA; and
WHEREAS, the City Council of the City of Denton believes it to be in the best interest of
the citizens of Denton to enter into the Interlocal Agreement between the City of Denton and TWU
for the construction of the MSE Walls aesthetic enhancements.
)
NOW, THEREFORE,
THE COUNCIL OF THE CITY DENTON HEREBY ORDAINS :
SECTION 1. The findings and recitations contained in the preamble of this ordinance are
incorporated herein by reference as true and as if fully set forth in the body of this ordinance.
SECTION 2. The City Council hereby approves and authorizes the City Manager to
execute the Interlocal Agreement with the TWU for the construction of the aesthetic
enhancements to the TxDOT MSE walls as shown on the plan set prepared by Kimley-Horn, Inc.
for the construction of the City’s MSE Walls Aesthetics Package Project which is attached hereto
as “Exhibit A“ in the city of Denton.
SECTION 3. In compliance with the Interlocal Agreement, the City Manager, or
designee, is authorized to expend funds in the amount of Eight Hundred Sixty-Seven Thousand,
One Hundred Sixty-Two and 84/ 100 Dollars ($867,162.84) for the construction of the aesthetic
enhancements to the TxDOT MSE walls at IH-35 and University Drive (US 380) in the city of
Denton
SECTION 4. The City Manager is further authorized to carry out all duties and
agreements to be performed by the City under the ILA, including but not limited to, the
expenditure of funds .
SECTION 5. The City Manager, or designee, is the City’s designated, authorized
official, with the power to authorize, accept, reject, alter or terminate the ILA on behalf of the
City and act on behalf of the City of Denton in all matters related to the ILA and any subsequent
agreements that may result.
SECTION 6. This ordinance shall become effective immediately upon its passage and
approval.
The motiorbto approve fhis ordinance was made by Bt 1 ,._. Lok
and seconded by q :L\r. I}yrJ ; the ordinance was passed and
approved by the following vote
Aye
,/
U/
,/
V/
Nay Abstain Absent
Gerard Hudspeth, Mayor:
Vicki Byrd, District 1 :
Brian Beck, District 2:
Paul Meltzer, District 3 :
Joe Holland, District 4:
Page 2
Brandon Chase McGee, At La,ge Place 5 : /
Chris Watts, At Large Place 6:
PASSED AND APPROVED thi, th, St - d,y ,f Dece„~L/
ATTEST:
JESUS SALAZAR, CITY SECRETARY
APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
Cbg•aey 'q.# 1# benW Samilbs
BY: %'M”"’"*-~ g%H'''T--A“==
7
, 2023.
Page 3
EXHIBIT A
(Interlocal Agreement)
TWU No. ASC-2024-157
DENTON COUNTY
STATE OF TEXAS
INTERLOCAL COOPERATION AGREEMENT
BY AND
BETWEEN THE CITY OF DENTON, TEXAS AND
TEXAS WOMAN’S UNIVERSITY, FOR
MSE WALL AESTHETICS AND MEDALLIANS
THIS AGREEMENT is made and entered into by and between the CITY OF DENTON, a
Texas home rule municipal corporation (hereinafter “CITY”) and TEXAS WOMAN’S UNIVERSITY,
a higher education agency of the State of Texas (hereinafter t'TWU"), Texas, each acting by,
through, and under the authority of their respective governing bodies and officials; and
WHEREAS, CITY and TWU have the authority to perform the services set forth in this
Agreement individually and who mutually desire to enter into an interlocal agreement, as provided for
in Chapter 791.032 of the Texas Government Code; and
WHEREAS, The Texas Department of Transportation (“TxDoT”) is in the process of
redesigning and reconstructing their overpasses and underpasses along a section of the Interstate-35 (IH-
35) corridor named the Gateway Character Zone. The City of Denton is one of two cities identified in
this zone to receive baseline and accent aesthetic treatments to the proposed improvements.
WHEREAS, TWU wishes to participate in including MSE wall aesthetics and two medallions
to be incorporated into the widening of IH-35 by TxDoT at University Drive (“US-380”); and
WHEREAS, The City of Denton will be executing a Advanced Funding Agreement (“AFA”)
with TxDoT to provide funding for MSE wall aesthetics and medallions; and
WHEREAS, the CITY has no objections to the proposed wall aesthetics or medallion designs;
and
WHEREAS, TWU has agreed to fund the design costs for the Project in the amount of
825,765.00 and estimated construction costs of approximately $841,397.84, subject to appropriation, for
MSE wall aesthetics and two medallions at the intersection of IH-35 and US-380; and
WHEREAS, CITY and TWU desire to pool their resources, avoid unnecessary or duplicative
expense, and take advantage of maximizing economies of scale, resulting in cost savings; and
NOW THEREFORE, CITY and TWU, for and in consideration of the mutual covenants set
forth in this Interlocal Agreement do hereby AGREE as follows:
TWU No. ASC-2024- 157
ARTICLE 1
ADOPTION OF PREAMBLE
All of the matters stated in the preamble of this Agreement are true and correct and are hereby
incorporated into the body of this Agreement as though fully set forth in their entirety herein.
ARTICLE 11
SCOPE OF AGREEMENT
A CITY has retained, and shall continue to retain, the services of Kimley Horn and
Associates, Inc. for professional engineering services for TxDoT IH-35 aesthetics
package, including the MSE wall aesthetics and medallions at the intersection of IH-35
and US-380 as shown on Exhibit A attached hereto and made a part hereof. TWU shall
be solely obligated to pay the sum of $25,765.00 for such additional engineering services.
B Upon the CITY finalizing the TxDoT IH-35 aesthetics package design and obtaining a
construction cost estimate from TxDoT to include the aesthetics package the CITY shall
inform TWU of the estimated cost to the CITY for construction-related expenses, as
specified in Exhibit B, attached hereto and incorporated by reference. Within ten (10)
days of approval by both parties, TWU shall deposit the agreed upon amount (“Agreed
Upon Costs”) with the CITY. To ensure total costs are ultimately collected, CITY and
TWU desire to implement a “true-up“ process. In compliance with Section E below, to
the extent that the overall costs of the Project are greater than the Agreed Upon Costs,
CITY will recalculate the total cost overruns, and, to the extent the total costs actually
paid by the CITY exceed the Agreed Upon Costs, TWU will refund the difference to the
CITY. If the CITY’s total costs are less than the Agreed Upon Costs, CITY will refund
the difference to TWU.
C.
D.
E
The Funds provided by TWU shall be available to the CITY to pay for the related design
and construction costs of the Project.
TWU shall have the explicit right to review and provide comments on the Project
submitted by Kimley Horn and Associates, Inc.
TWU and CITY agree and acknowledge that on occasion the construction projects
referenced herein may have construction cost overruns. For purpose of this Agreement,
the term “construction cost overruns“ shall mean those costs which may be incurred by
the CITY in the construction of the Project and which are over and above the amount of
the Funds TWU has deposited with the CITY. In such event, the CITY shall give TWU
prompt written notice of such construction cost overruns and the basis for such, and seek
the approval of TWU in writing for the payment of such construction cost overruns. In
the event of any disagreement between the CITY and TWU about such construction cost
overruns, the CITY and TWU shall jointly review such cost overruns and endeavor to
TWU No. ASC-2024- 157
mutually resolve such disagreement promptly.
F.This Agreement shall not be construed so as to supersede the laws of the United States or
the State of Texas that accord the State of Texas, Agency, and all departments, agencies,
and instrumentalities of the State of Texas exemptions from the payment(s) of all taxes
of whatever kind. More specifically, to the extent permitted by applicable law, TWU
shall not directly or indirectly be liable for taxes of any kind. TWU shall provide all
applicable tax exemption certificates upon CITY’s request.
G.Independent Contractor: With respect to this Agreement and any goods and services
provided hereunder, the CITY is and shall be deemed to be an independent contractor and
not an agent or employee of the TWU and vice-versa.
ARTICLE III
LIABILITY
To the extent provided by law, and without waiving any immunity or limitation to liability, CITY
agrees to and shall release, defend, and hold harmless TWU, its officers, agents, and employees from
and against any and all claims, losses, damages, causes of action, suits, and liability of every kind,
including all expenses of litigation, court costs, and attorney's fees, which arise out of CITY’s
participation in the aesthetics package.
To the extent provided by law, and without waiving any immunity or limitation to liability, TWU
agrees to and shall release, defend, and hold harmless CITY, its officers, agents, and employees from
and against any and all claims, losses, damages, causes of action, suits, and liability of every kind,
including all expenses of litigation, court costs, and attorney’s fees, which arise out of CITY’s
participation in the aesthetics package.
It is understood and agreed between the parties that each party hereto shall be responsible for its
own acts of negligence. Where injury or property damage results from the joint or concurrent negligence
of both parties, liability, if any, shall be shared by each party on the basis of comparative responsibility
in accordance with the applicable laws of the State of Texas, subject to all defenses available to them,
including governmental immunity. Neither party shall be responsible to the other for any negligent act
or omission. These provisions are solely for the benefit of the parties hereto and not for the benefit of
any person or entity not a party hereto; nor shall any provision hereof be deemed a waiver of any defense
available by law
TWU No. ASC-2024- 157
ARTICLE IV
ADDRESSES AND NOTICE
Any notice given by one party to the other in connection with this Agreement shall be in writing
and shall be by personal delivery, sent by registered mail or certified mail, return receipt requested,
postage prepaid, or by facsimile transmission actually received, to:
CITY:City of Denton
AHn: Rebecca Diviney, Director
Capital Improvement Projects/City Engineer
215 East McKinney Street
Denton, Texas 76205
Copy To:
City of Denton
Ann: Sara Hensley
City Manager’s Office
215 East McKinney Street
Denton, Texas 76205
TWU :Texas Woman’s University
Rob Ramirez
1200 Frame Street
Denton, Texas 76204
RRamirez9@twu.edu
Copy To:
Texas Woman’s University
Jason Thomlinson
304 Administration Dr
Denton, Texas 76204
Notices shall be deemed to have been received on the date of receipt as shown on the return
receipt or other written evidence of receipt.
ARTICLE V
MODIFICATION
No waiver or modification of this Agreement or of any covenant, condition, limitation herein
contained shall be valid unless in writing and duly executed by the party to be charged therewith. No
evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising
between the parties hereto out of or affecting this Agreement, or the rights or obligations of the parties
hereunder, unless such waiver or modification is in writing, duly executed. The parties further agree
that the provisions of this section will not be waived unless as herein set forth.
TWU No. ASC-2024- 157
ARTICLE VI
SEVERABILITY
The parties hereto specifically agree that in case any one or more of the sections, subsections,
provisions, clauses or words of this Agreement or the application of such sections, subsections,
provisions, clauses or words to any situation or circumstance should be, or should be held to be, for any
reason, invalid or unconstitutional, under the laws or constitutions of the State or the United States of
America or in contravention of any such laws or constitutions, such invalidity, unconstitutionality or
contravention shall not affect any other sections, subsections, provisions, clauses or words of this
Agreement or the application of such sections, subsections, provisions, clauses or words to any other
situation or circumstance, and it is intended that this Agreement shall be severable and shall be construed
and applied as if any such invalid or unconstitutional section, subsection, provision, clause or word has
not been included herein, and the rights and obligations of the parties hereto shall be construed and
remain in force accordingly.
ARTICLE VII
GOVERNING AND VENUE
This Agreement shall be construed under and governed by, and in accordance with the laws of
the State of Texas, and all obligations of the parties hereto, created by this Agreement are performable
in Denton County, Texas. Venue of any suit or cause of action under this Agreement shall lie exclusively
in Denton County, Texas.
ARTICLE VIII
ENTIRE AGREEMENT
This Agreement and Exhibits A and B attached hereto constitute the entire agreement among the
parties hereto with respect to the subject matter hereof and supersede any prior understandings or written
or oral agreements between the parties with respect to the subject matter of this Agreement. No
amendment, modification, cancellation, or alteration of the terms of this Agreement shall be binding on
any party hereto unless the same is in writing, dated subsequent to the date hereof, and is duly executed
by the parties hereto.
ARTICLE IX
WAIVER OF TERMS AND CONDITIONS
The failure of either party to enforce or insist upon compliance with any of the terms or conditions
of this Agreement shall not constitute a general waiver or relinquishment of any such terms or conditions,
but the same shall be and remain at all times in full force and effect.
TWU No. ASC-2024- 157
ARTICLE X
BINDING AUTHORITY
This Agreement is entered into by the duly authorized officials of each respective governmental
entIty.
ARTICLE XI
CAPTIONS
The captions contained in this Agreement are for informational purposes only and shall not in any way
affect the substantive terms or conditions of this Agreement.
[ Signatures to appear on following page.]
TWU No. ASC-2024-157
EXECUTED in duplicate originals this, the day of . 2023
CITY OF DENTON
By :
CITY MANAGER. SARA HENSLEY
ATTEST:
JESUS SALAZAR, CITY SECRETARY
By:
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational obligations
and business terms.
SIGNATURE
PRiNTED NAME
TITLE
DEPARTMENT
DATE
APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
By:
TWU No. ASC-2024-157
EXECUTED in tfiplicate originals this, the 11 th day of thr avaT(/. 2023_
TEXAS WOMAN’S UNIVERSITY
By:JqmAra?
Carine M. Feyten, PhD
PRINTED NAME
Chancellor and President
TITLE
Office of the Chancellor and President
DEPARTMENT
}FN&FUr \n, 1'>3
ATTEST:
TWU APPROVED AS TO LEGAL FORM:
Digitally signed by TWU
TWU OGC ::: aoa.11.17
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