2009-058ORDINANCE NO. 2009- QS RR
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS
AUTHORIZING THE CITY MANAGER TO EXECUTE A FIRST AMENDMENT TO
AGREEMENT FOR PROFESSIONAL LEGAL SERVICES WITH THE LAW FIRM OF
WALKER SEWELL, LLC FOR PROFESSIONAL LEGAL SERVICES RELATING TO
LITIGATION STYLED: TEXAS MUNICIPAL POWER AGENCY V. CITY OF BRYAN
TEXAS. CAUSE NO. 28,169 PENDING IN 506TH JUDICIAL DISTRICT COURT IN AND
FOR GRIMES COUNTY, TEXAS; CITY OF BRYAN, TEXAS V. CITY OF DENTON ET
AL, CAUSE NO. 08-002233-CV-361 BROUGHT IN THE 361sT JUDICIAL DISTRICT
COURT IN AND FOR BRAZOS COUNTY, TEXAS; EX PARTE TEXAS MUNICIPAL
POWER AGENCY, CAUSE NO. D-1-GN-08-003426, NOW PENDING BEFORE THE 250TH
JUDICIAL DISTRICT COURT IN AND FOR TRAVIS COUNTY, TEXAS; TOGETHER
WITH ANCILLARY LITIGATION INVOLVING THE CITY OF BRYAN, TEXAS AS
PLAINTIFF AND THE THREE NORTHERN CITIES OF TMPA (DENTON, GARLAND
AND GREENVILLE) AS DEFENDANTS, WHICH SUIT HAS BEEN SEVERED AND IS IN
THE PROCESS OF BEING TRANSFERRED FROM TRAVIS COUNTY TO HUNT
COUNTY, TEXAS; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; AND
PROVIDING AN EFFECTIVE DATE.
WHEREAS, the City Council deems it necessary, appropriate, and in the public interest
to continue to engage the law firm of Walker Sewell, LLP, Dallas, Texas to provide further
professional legal services relating to the above numbered and entitled litigation; and
WHEREAS, City staff has reported to the City Council that there is a substantial need for
the hereinabove described professional legal services, and that limited City staff cannot
adequately perform the legal services with its own personnel considering their complexity and
their diverse locations; and
WHEREAS, Chapter 2254 of the Texas Government Code, known as the "Professional
Services 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 of
professional services on the basis of demonstrated competence, knowledge, and qualifications,
and for a fair and reasonable price; and the City Council hereby finds and concludes that Walker
Sewell, LLP is appropriately qualified under the provisions of the law to continue to be retained
as outside legal counsel for the City; and
WHEREAS, the City Council has provided in the City budget for the appropriation of
funds to be used for the procurement of the foregoing professional legal services, as set forth in
the First Amendment; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1: The recitations in the preamble are true and correct and are incorporated by
reference herewith as a part of this ordinance.
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SECTION 2: The City Manager is hereby authorized to execute a "First Amendment to
Agreement for Professional Legal Services" (the "First Amendment") with the law firm of
Walker Sewell, LLP for continued professional legal services relating to above numbered and
entitled litigation in substantially the form of the First Amendment attached hereto as Exhibit
"A" and incorporated herewith by reference.
SECTION 3: The award of this Agreement is on the basis of the demonstrated
competence and qualifications of Walker Sewell, LLP and the ability of Walker Sewell, LLP to
continue to perform the professional legal services needed by the City for a fair and reasonable
price.
SECTION 4: The expenditure of funds as provided in the attached First Amendment to
Agreement for Professional Legal Services is hereby authorized, and the previous expenditures
regarding this litigation are hereby ratified and approved.
SECTION 5: This ordinance shall become effective immediately upon its passage and
approval.
PASSED AND APPROVED this the
day of -A 2008.
Q 1
MARK A. B G S, MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
By:
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
By: IN ~a
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THE STATE OF TEXAS §
COUNTY OF DENTON §
FIRST AMENDMENT TO AGREEMENT FOR
PROFESSIONAL LEGAL SERVICES
THIS FIRST AMENDMENT to that certain "Agreement for Professional Legal
Services (hereafter the "Agreement") in the original not-to-exceed amount of $90,000
was approved by the Public Utilities Board and thereafter approved within the delegated
authority of the City of Denton City Manager; and said Agreement was heretofore
entered into by and between the City of Denton, Texas, a Texas Municipal Corporation
with its offices at 215 East McKinney Street, Denton, Texas 76201 (hereafter referred to
as "CITY"); and the law firm of Walker Sewell, LLP., whose principal office is at 901
Main Street, Suite 5000, Dallas, Texas (hereafter referred to as the "CONSULTANT") on
the 22nd day of September, to be effective from and after September 17, 2008; and
CITY and CONSULTANT desire to further amend said Agreement for the first
time for the purpose of providing additional funds to add to the previous approved
Agreement for further legal services to be performed by CONSULTANT regarding the
same engagements wherein CONSULTANT is representing the City, regarding numerous
contested cases and hearings brought by the City of Bryan, Texas and the Texas
Municipal Power Agency ("TMPA") in several counties, involving the three Northern
Cities (the Cities of Denton, Garland and Greenville) as Defendants and Intervenors; and
these matters have steadily progressed toward final hearings; and
it is necessary that CONSULTANT continue representation of the City of Denton
through the entry of judgment regarding all of the pending cases that are now pending, as
well as for any potential appeal that may be made by the City of Bryan, Texas or TMPA.
City and CONSULTANT estimate at this time that this case will probably require at least
$105,000 in additional funds to be added to the existing $90,000 Agreement, thereby
constituting an aggregate amount of not-to-exceed $195,000.
NOW THEREFORE, the CITY and CONSULTANT (hereafter collectively
referred to as the "Parties"), in consideration of their mutual promises and covenants, as
well as for other good and valuable considerations, do hereby AGREE to the following
First Amendment, which amends the following terms and conditions of the said
Agreement, to wit:
1.
The provisions of Paragraph C., Third Paragraph of the Agreement is hereby
amended as follows, to wit:
"CONSULTANT estimates, as it is presently unknown about the extent of the
involvement of the City in this TMPA/Bryan related litigation, and City agrees that all
charges for the legal services hereunder, including reasonable out-of-pocket expenses
shall not exceed the additional amount of $105,000 authorized in this First Amendment
for Professional Legal Services, and thereby a total amount of not-to-exceed $195,000 in
the aggregate is authorized."
II.
The Parties hereto agree, that except as specifically provided for by this First
Amendment, that all of the terms, covenants, conditions, agreements, rights,
responsibilities, and obligations of the Parties, set forth in both the Agreement shall be
and will remain in full force and effect.
IN WITNESS WHEREOF, the City of Denton, Texas and the law firm of Walker
Sewell, LLP., have each executed this First Amendment to Agreement for Professional
Legal Services in four (4) original counterparts, by and through their respective duly
authorized representatives and officials on this the day of March, 2009; but to be
effective, ratified and confirmed from and after the 81day of December, 2008.
"CITY"
CITY OF DENTON, TEXAS
A Texas Municipal Corporatio
By:
G OR E C. CAMPBE L
CITY MANAGER
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
By:
APPR ED AS O LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
A
By:
"CONSULTANT"
WALKER SEWELL, LLP.
Texas Limited Liability Pai
B
W.
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